1.NAME

The Club shall be termed the Phoenix Angling Club (hereinafter referred to as “the Club”). The Headquarters shall be situated in Swakopmund.

2. LEGAL STATUS

The Club is and shall continue to be a distinct and separate legal entity and body corporate, with the power to acquire, to hold and to alienate property of every description, and with the capacity to acquire rights and obligations and having perpetual succession.

3. RIGHTS OF MEMBERS

3.1 Membership of the Club in any of the classes of membership does not and shall not give any member of any class a right to any of the moneys, property or assets of the club but only confers upon such members the privilege of membership, subject to such charges and reasonable restrictions as the committee may from time to time impose and subject to the by-laws in force for the time being.

3.2 New members will only be eligible for financial aid during competitions after a year of membership of the club.

4. LIABILITY OF MEMBERS

The liability of members of any class is limited to the amount of unpaid subscriptions or other amounts owing by them to the Club.

5. OBJECTIVES OF THE CLUB

The objectives of the Club shall be :

5.1 to promote recreation for all members,

5.2 to be and to function as Club of the sport of amateur angling and casting,

5.3 to promote and foster the sport of capturing fish from the sea and inland waters
by methods of angling, subject to local laws, rules and regulations,

5.4 to encourage the study of marine life and actively involve its members in all aspects of conservation,

5.5 to maintain the Club as a non political body abiding by the laws of the land and to preserve its amateur status and that of its members,

5.6 The Club shall adhere to the principles of non-racialism and non-sexism, and shall accept members irrespective of their race, colour, creed or religion.

6. POWERS OF THE CLUB

The Club shall have all such powers as are necessary for the proper attainment
of the objects set out in clause 5 above and shall, further, have the following
express powers:

6.1 to lay down rules concerning the Club, meetings, general meetings, members,
conduct of members and angling in general,

6.2 to use the revenue and property of the Club from whatever source derived to further the interests and objectives of the Club and for such other purposes as the Club may deem necessary or desirable,

6.3 to raise funds, operate cheque and/or savings accounts for the purposes and objectives of the Club,

6.4 to acquire movable and immovable property which shall vest in the name of Phoenix Angling Club and to alienate or encumber any of its movable or immovable property.

6.5 to institute, conduct, defend, compound, or abandon any legal proceedings by oragainst the Club or its officers, or otherwise concerning its affairs;

6.6 to hold competitions and tournaments, dances and other social functions and to make any special arrangements therefore, to set aside the Club’s property or any part thereof for a limited time and for any special purpose whatsoever;

6.7 to establish, promote or assist in establishing or promoting and to subscribe to or become a member of any association whose objects are similar or partly similar to the objects of the Club, or the establishment or promotion of which may be beneficial to the Club, provided that no subscription be paid to any such other association out of the funds of the club except bona fide in furtherance of the interest of the Club

6.8 to borrow or raise and give security for money by the issue of bonds,debentures, debenture stock, bills of exchange, promissory notes or other obligations or securities of the Club or by mortgage of all or any part of its property;

6.9 to make donations, loans, exchanges, leases and any other forms of contract whatsoever including sales and purchase of property of any kind;

7.CLASSES OF MEMBERS

There shall be 5 classes of members of the Club, namely:

7.1 ordinary members;

7.2 junior members;

7.3 senior members;

7.4 temporary members; country members; and

7.5 honorary life members.

8. QUALIFICATIONS FOR MEMBERSHIP

The persons eligible for the various classes of membership shall be as follows:

8.1 Ordinary members: Any person who has attained the age of 19 years shall be eligible for membership as an ordinary member of the Club subject to such conditions as the committee may impose upon such person on election. Ordinary members will be liable for membership fees or/as well as facet fees as determined by that specific facet’s committee.

8.2 Junior members: Any person under 19 years shall be eligible as a junior member. Election to such membership shall be in the sole discretion of the Committee and subject to such conditions as the Committee may impose. Persons 19 years of age and above and who can provide proof to be a student and without income will also be regarded as a junior member. Juniors will be liable for facet fees only, except for if the junior’s parents are non-members, the junior will pay 50% of ordinary membership fees.

8.3 Senior Members: Any person 60 years of age and older, shall be eligible as a senior member. Election to such membership shall be in the sole discretion of the Committee and subject to such conditions as the Committee may impose. Senior members will be liable for facet fees and will pay 50% of ordinary membership fees.

8.4 Temporary members: Any person shall be eligible for temporary membership on such terms and conditions and with such rights and privileges as the committee may determine, provided, however, that no person shall be eligible for such membership unless such person has conferred some special benefit upon the Club or where by resolution of the committee such person is allowed the privileges of temporary membership while engaged in any match or competition, or where such person is a bona fide candidate for membership. Membership- and facet fees are the same as for ordinary members.

8.5 Honorary life members: At any annual general meeting of the Club the committee may propose honorary life members to be elected by a 3rd majority of the members present at such meeting, and any such honorary life members shall be subject to the rules and regulations of the Club and enjoy the privileges of membership without payment of subscription but without the privileges of financial support. The Committee in case of a single vote against it shall withdraw such proposal. No such nomination shall be made unless the person nominated holds some public office or has rendered exceptional or special services on behalf of the Club. Honorary life membership can be withdrawn the same way by voting. If the member in question becomes an active angler again after some time and wants to enjoy the full benefit and financial support from the club, he will be liable for membership- and facet fees the same as for ordinary members.

9. AGE OF MEMBERS

Save as provided in connection with junior members, no person under the age of 19 years shall be eligible for election as a member of the Club other than as a junior or temporary member.

10. TRANSFER IN CLASS OF MEMBERSHIP

A member, on making written application to or with the consent and approval of the Committee, transfer from one class of membership to another as from the commencement of any financial year. Such change of membership from one class to another shall be upon such terms and conditions as the Committee in its sole discretion may impose. Junior members who wish to obtain any other class of membership shall make application for membership as in these rules provided.

11. ELECTION OF MEMBERS

11.1 Except in the case of honorary life members or temporary members, applications for membership shall be in writing upon such form or forms as the Committee may from time to time decide and shall contain such information and particulars, together with such verification thereof, as the Committee may require.

11.2 Any candidate for election as a member of the Club, other than for honorary life membership or temporary membership, shall be proposed by one member and seconded by another in writing. No such candidate shall be elected without his full name, address and occupation, together with the names of his proposer and seconder, having been introduced in a newsletter to all members with a waiting time of at least 30 days. No such application shall be posted until the Committee has approved it. No member shall propose or second or support by his signature a candidate not personally known to him and no junior or temporary members shall propose or second any candidate for admission as a member.

11.3 Any candidate who has submitted an application for membership as provided in sub-clause 11.1 above should have the privileges of temporary membership pending the determination of his application.

11.4 The Committee shall have the right from time to time to vary, amend or alter the form or forms of applications and/or proposal for membership in any class, and may prescribe different forms for different classes of membership.

11.5 Candidates for membership shall be elected by a majority vote of the Committee, and this function shall not be delegated. For the purpose of the election of candidates for membership the quorum of the Committee shall be by majority of the members thereof.

11.6 Under no circumstances shall the Committee or any member thereof be requested or required to give any reason for any decision in connection with any such application for membership.

11.7 Should any ineligible candidate be inadvertently admitted as a member in any class of membership, the Committee may declare his election void, and it shall give him notice to that effect. It may, in its sole discretion, return to such candidate any subscription or entrance fee paid by him and he shall cease to be a member in any such class of membership to which he was inadvertently admitted, and his name shall be erased from the register of members.

11.8 If at any time after the election of a candidate it shall appear that he has been elected under a misrepresentation or mistake as to identity, or owing to incorrect information having been given, the Committee shall have the power to cancel such election. The person whose election is thus cancelled in terms of this clause shall cease to be a member of the Club and his name shall be erased from the register of members and he shall have no claim against the Club for damages, return of entrance fee, deposit or subscription on any grounds whatsoever, but the Committee shall be entitled to make such ex gratia refund of entrance fee, deposit or subscription as it may consider proper.

11.9 Any candidate whose application for membership has been rejected shall not be entitled to seek election again within 1 year of the date of such rejection. If, however, at any time after the rejection of a candidate, it should appear that such rejection has been made under a misapprehension or mistake as to identity, or owing to incorrect information having been given, the Committee shall have the power to reconsider such application forthwith.

11.10 On the election of a member in any class, the secretary of the Club shall notify such person, and he shall be entitled, on application therefore, to a copy of the constitution and by-laws of the Club.

12.RESIGNATIONS

A member may resign his membership by written notice to the secretary of the Club given prior to the date upon which his next subscription becomes due.

13. EFFECT OF MEMBERSHIP

A member whose application for membership has been accepted shall be bound by the constitution, rules and by-laws of the Club which are then in force, or which may subsequently be altered or amended and in force at any future time. No person shall be absolved from the effect and application of the constitution, rules and by-laws by reason of the fact that he may not have received a copy thereof.

14. SUBSCRIPTIONS

The annual subscription for membership in any class shall be proposed by the Committee and approved on the Annual General Meeting.

15. PAYMENT OF SUBSCRIPTIONS

15.1 All subscriptions shall become due on the first day following the AGM in each year.

15.2 No member who has not paid his subscription within 3 months after it becomes due shall be allowed to continue, as a member while his subscription is unpaid. Any such person shall forthwith cease to be a member of the Club, without notice, and his name shall be erased from the register of members.

16. REINSTATEMENT AND READMISSION OF MEMBERS

16.1 The Committee may reinstate a defaulting member on payment by such person of all subscriptions in arrears and any amounts owing to the Club, on such conditions as the Committee may deem fit.

16.2 The Committee shall have power to readmit a member, who for any reason has relinquished his membership, on such terms and conditions, as the Committee shall determine in each particular case.

17. THE COMMITTEE

The Club shall have a Committee consisting of:

17.1 Chairman

17.2 Vice Chairman

17.3 Secretary

17.4 Treasurer

17.5 Records officer

17.6 Club Captain.

18. DUTIES OF OFFICE BEARERS

CHAIRMAN

18.1 Preside as Chairman at all meetings.

18.2 Have a casting as well as a deliberative vote at all meetings.

18.3 Present an annual report to the Annual General Meeting

VICE CHAIRMAN

18.4 In the absence of the Chairman preside as Chairman and assume the rights and functions of the Chairman as defined

18.5 When attending an Annual General Meeting have deliberative vote only.

SECRETARY

18.6 Keep proper minutes of all proceedings such as meetings and Annual General Meetings.

18.7 Keep and maintain all necessary books and records.

18.8 Run a comprehensive filing system for all paperwork.

18.9 Do, or if instructed, do all the clerical work of the Club.

18.10 Circulate within 30 days all relevant meeting minutes to Club members.

18.11 Produce a monthly newsletter.

18.12 Have a deliberate vote at all meetings

18.13 Report directly to the Chairman, or to the Vice-Chairman, in his absence.

18.14 Be entitled to sign all such documents and perform all or any act which may benecessary to achieve the objectives referred to in 6.4.

18.15 Keep record of all matters to be put on agenda for annual general meeting.

TREASURER

18.16 Be responsible for the collection of and due administration of all moneys and
funds of the Club as run on the current account "Phoenix Angling Club."

18.17 Be responsible for the maintenance and continuously update books of
accounts and documents in respect of any income or expenditure of the Club.

18.18 Prepare statements of accounts which shall be properly audited and which shall be circulated to members at the Annual General Meeting.

18.19 Have a deliberative vote.

18.20 Control and issue all angling apparel such as badges and items of clothing

RECORDS OFFICER

18.21 Keep up-to-date and comprehensive records and logs of Marine and Freshwater fish records.

18.22 Prepare an annual report on his activities for circulation at the Annual General Meeting.

18.23 Have a deliberative vote.

CLUB CAPTAIN

18.24 Be directly responsible to the Chairman.

18.25 Be responsible to evaluate and sort out all member grievances within the Club in liaison with the Chairman, Vice Chairman and Secretary.

18.26 Control and manage movement and storage of all equipment such as boats, radios, angling equipment , trailers, scales etc.

18.27 Be responsible for the maintenance and upkeep of all Club equipment.

18.28 Be responsible to co-ordinate the activities of all Sectional Captains.

18.29 Have a deliberative vote.

19. POWERS OF COMMITTEE

19.1 Will have power to alter and frame bye laws and regulations in connection with any of the Club objectives when such are not at variance with the existing rules. All bylaws passed by the Committee shall have force and effect until rescinded by resolution at a General Meeting

19.2 To carry out and enforce the rules, regulations and objectives of the Club.

19.3 Will control all financial expenditure.

19.4 Will be empowered to appoint and delegate powers to any sub committee or special representative.

19.5 The Committee may suspend or expel from the Club any member whose conduct is in their opinion injurious to the standing of the Club and its objectives. Such member shall have the right to appeal in writing to the secretary within fourteen14) days of a decision.

19.6 Shall have the power to incur expenditure in the interest of the Club. All cheques will be signed jointly by two (2) members of the Committee who
carry signatory powers.

20. MEETINGS OF THE COMMITTEE

20.1 Save that the Committee need meet only once during the months of December
and January, the Committee shall meet at least once in each calendar month.
All members of the club can be present, but will have no voting power.

20.2 The secretary of the Club shall convene a special meeting of the Committee on
the instructions of the chairman or upon the written request of at least 2
members of the Committee.

20.3 The Committee shall cause a register of all members, together with their
addresses, and proper account records, to be kept and it shall further cause
minutes to be kept of the appointment of officers and the names of members of
the Committee present at any meeting, together with minutes of all resolutions
and all proceedings taken at any such meeting. All such minutes shall be duly
entered into books properly kept and provided for that purpose. Any such
minutes, or an extract there from, signed by the chairman, shall be received as
prima facie evidence of the matters therein stated.

20.4 May remove from its members any member who has failed to attend four (4) consecutive Committee Meetings without reasonable excuse or in the opinion of the Committee is not fulfilling his duties satisfactorily and shall have the powerto fill a vacancy due to the above reasons.

20.5 A quorum for all Committee Meetings will be four (4) members. The attendance of either the Chairman or the Vice Chairman is essential to make any decisionstaken, legal.

21. TRUSTEES

At the annual general meeting of the Club, the committee shall propose 2 trustees to be elected by a majority of the members present. No such nominations shall be made unless the persons so nominated had held membership of the Club for at least 10 years and had served on the Committee.

21.1 POWERS OF TRUSTEES

The trustees shall in addition to such other powers as may be conferred upon them by law or elsewhere in this constitution unanimously have the following powers whether express or implicit:

21.1.1 to veto any decision of the Committee if they regard such decision not to be in the interest of the Club;

21.1.2 to dissolve the Committee and to call a Special General Meeting to elect a new Committee. Powers to conduct the affairs of the committee shall settle in the interim period in the trustees.

21.1.3 to keep the immovable property of the Club in trust and to exercise all rights incidental thereto;

21.1.4 to act as advisors and agents to the Committee but shall have no vote at any Committee meeting.

21.2 TERMINATION OF TRUSTEESHIP

Each trustee shall remain in office until the next AGM.

22. ANNUAL GENERAL MEETINGS

22.1 The annual general meeting of members of the Club shall be held at such time and place as the Committee may determine.

22.2 Notice of the date, time and place for the holding of the annual general meeting shall be mailed to each of the members at his registered address, or e-mail address as appearing in the register of members, at least 21 days before the date fixed for the holding of such meeting, as well as in a recognized media of the area.

22.3 The omission to send by mail any such notice to any member shall not invalidate the holding of the meeting or the passing of any resolution thereat.

22.4 Notice of the terms of any resolution to be proposed at any annual general meeting, other than concerning ordinary and general business, shall be given in writing to the secretary at least 7 days before the date fixed for such meeting.

22.5 Notice of any proposed resolution adding to, repealing or amending any of these rules or any part of the constitution shall be given as provided in clause 29.2 below.

23. PROCEEDINGS AT ANNUAL GENERAL MEETING

23.1 At the annual general meeting the Committee shall present an audited balance sheet and income statement of the Club drawn as at the end of the preceding financial year, together with its report.

23.2 The ordinary business to be done at an annual general meeting shall be as follows:

23.2.1 to confirm the minutes of the previous annual general meeting and any special general meeting held since the previous annual general meeting;

23.2.2 to receive and consider the reports of the responsible members of the Committee and the financial statements for the preceding financial year;

23.2.3 to elect a chairman, vice-chairman, secretary, treasurer, records officer, club captain sectional captains and 2 trustees;

23.2.4 to appoint the Club’s auditor or auditors or recommendation by the Committee;

23.2.5 to elect any honorary life member proposed by the Committee;

23.2.6 to consider and to pass, with or without modification, any resolutions concerning the affairs of the Club of which due and proper notice has been given and any other business concerning the affairs of the Club.

23.2.7 to decide on honoraria to be paid to Chairman, Secretary and Treasurer.

24. SPECIAL GENERAL MEETINGS

24.1 The Committee may at any time, through the secretary call a special general meeting of members by giving not less than 14 day’s notice to members specifying for what object or objects the meeting is called.

24.2 The secretary shall convene a special general meeting for members of the Club, upon receiving a requisition in that regard signed by the trustees or by not less than one-third ordinary members, specifying any resolution or resolutions proposed to be moved. The secretary shall inform members of the day, hour and place of such meeting together with a statement of the business to be dealt with, through mail and e-mail at least 14 days prior to the holding of the meeting. Only the business, for which such Special Meeting is convened, shall be dealt with at such meeting.

24.3 The omission to send by post any such notice to any member shall not invalidate the holding of the meeting or the passing of any resolution thereat.

25. QUORUM AT GENERAL MEETINGS

The quorum for a general meeting of members shall be 50% + 1 of paid up ordinary and honorary members, provided that if no quorum be present within 45 minutes after the time fixed for the meeting, it shall in the case of an annual general meeting or a special general meeting called by the Committee, be postponed to the same day and hour in the following week and at such adjourned meeting, the ordinary members present shall be deemed to be a quorum for the transaction of the business of the meeting. In the case of a special general meeting called by requisition of the trustees or of members, if no quorum is present within 30 minutes after the time fixed for the meeting, it shall be dissolved.

26. CHAIRMAN AT GENERAL MEETINGS

The chair at all general or special general meetings of the members of the Club shall be taken by the chairman or, in his absence, by the vice-chairman. Should both be absent, the members present shall elect a chairman for that meeting from among the other members of the Committee present, if any, or failing their presence, a chairman shall be elected, being a person who is entitled to vote at an annual general meeting, from among those members present.

27. ADJOURNMENT OF GENERAL MEETINGS

The chairman of any general meeting may, with the consent of the meeting, decided by majority vote, adjourn the meeting from place to place and from time to time but no business shall be transacted at any adjourned meeting other than that business left unfinished at the meeting from which the adjournment took place.

28. VOTING

28.1 Only paid-up ordinary members and honorary life members shall be eligible and entitled to vote at an annual or special general meeting of the Club and each such member shall have one vote.

28.2 At the annual general meeting voting for the election of members of the Committee shall be by a show of hands or by way of secret ballot of those members present and entitled to vote and will be decided by majority vote.

28.3 Save as otherwise provided in this constitution, any business, resolution or question submitted to such a meeting for decision shall be decided by majority vote of those present and entitled to vote and, in the first instance, by a show of hands, provided, however, that a ballot may be demanded. . Should any such ballot be demanded, it shall be taken at that particular meeting. The chairman of any such meeting shall have a casting as well as a deliberative vote.

28.4 A declaration by the chairman of the meeting of the result of a show of hands or a ballot, as the case may be, shall be conclusive.

29. AMENDMENTS TO THE CONSTITUTION

29.1 The constitution of the Club, or any part thereof, as contained in these rules, shall not be repealed or amended, and no new rules shall be made, save by a resolution adopted by a majority of two thirds of the ordinary and honorary life members present at an annual or special general meeting of members, of which due and proper notice has been given.

29.2 Notice of the intention to propose and move a resolution for the adoption of a new rule or the repeal or amendment of an existing rule and setting out the terms of such proposed resolution, shall be given to the secretary, who shall forthwith notify the Committee and send a copy of such notice by post and/or e-mail to each member at the address appearing in the register of members at least 14 days prior to holding of the meeting. If a special AGM is called for, the secretary must notify the members within 7 days of receiving the notification.

30. MISCONDUCT OF MEMBERS

30.1 A member of the Club shall be guilty of misconduct should he, in the opinion of the Committee:

30.1.1 commit any breach of this constitution or the rules or by-laws of the Club; or

30.1.2 fail to make payment of any money due to the Club after due notice; or
30.1.3 be guilty of conduct in any way offensive to members of any class or to the Committee; or

30.1.4 introduce into the Club or any meeting of the Club any person whose presence is prejudicial to its interests and reputation or objectionable to the members as a whole;

30.1.5 be guilty of behaviour unbecoming a member of the Club or prejudicial to its interests and reputation or without cause or justification behaving in a manner which is offensive or unbecoming towards any other member or guest.

30.1.6 be guilty of any breach of the Ministry of Marine Resources & Fisheries – angling regulations.

30.2 The hearing and investigation of any complaint as to the conduct of a member, and the procedure to be adopted in connection therewith, shall be in the sole discretion of the Committee, provided, however, that the member whose conduct is the subject of complaint and investigation shall be informed of the nature of the complaint by the posting of a registered letter to such member at his registered or residential address, and further provided that such member shall be afforded a reasonable opportunity of replying to any such complaint either in writing or in such other manner as the Committee may determine.