CATHOLIC
SCHOOLS BOARD
ARCHDIOCESE
OF
DIOCESE OF
CONSTITUTION
PREAMBLE
The
Catholic Schools’ Board was established by the Catholic Schools Proprietors’
Association on
ABBREVIATIONS
CaSPA
Catholic Schools Proprietors’ Association
CSB Catholic Schools Board
CSO Catholic
Schools’ Office
CIE Catholic Institute of Education
PBO Public Benefit Organisation
AGM Annual
General Meeting
1.
MEMBERSHIP
The
Proprietors of Catholic Schools in the Archdiocese of Pretoria and the Diocese of Johannesburg hereby constitute the CSB as:
1.1
an Association of public character operating not for gain
1.2
as a body corporate having perpetual succession existing separately from its members or office bearers and shall be a
distinct and separate legal
entity
1.3
the proprietors are listed on Annexure 1.
2.
COMPOSITION OF THE BOARD
2.1
The CSB comprises the proprietors of the schools, a number of designated
lay
members, as well as elected representatives of the Catholic schools of
the two
dioceses. At least three of the members of the Board shall be
unconnected persons and shall accept fiduciary responsibility for the Board.
2.2 Membership
of the CSB and representation at meetings shall be as follows:
2.2.1 The Archbishop of
Pretoria and/or his representative (1)
2.2.2 The Bishop of
Johannesburg and/or his representative (1)
2.2.3 The Religious
Congregational Proprietor or his/her representative (15)
2.2.4 The Director of the
CSO(1) (ex officio)
2.2.5 The Chairpersons of the
Executives of the Catholic Schools’ Councils
of the CSO in Pretoria and Johannesburg (2)
2.2.6 The
representatives of Catholic Schools’
Principals and Boards
sub-committees of the CSO’s Catholic Schools’
Councils in Pretoria
and Johannesburg (4)
2.2.7 Representative of
the CSO’s Staff (1)
2.2.8 Representative of
the National Office of the CIE (1)
2.2.9 Three lay people
appointed for their particular expertise (i.e. Legal,
Financial and Religious Ethos) (3).
2.3
The CSB will meet at least
four (4) times each year.
2.4
The quorum for the meetings shall be 15, with at least 7 proprietors (or
their delegates), and at least
5 lay representatives.
2.5
The CSB may establish such sub-committees as may be necessary from
time to time.
2.6
The CSB may co-opt additional members for a specific purpose and for a
specific period.
2.7
Absences of proprietors (who fail to attend two consecutive meetings
without an acceptable explanation) will be
brought to the notice of the
Executive of the Regional CaSPA.
2.8
Absences of elected members (who fail to attend two consecutive meetings without an acceptable explanation)
will be brought to the
notice of their respective executive bodies.
3.
PRINCIPLES AND PROCEDURES FOR THE OPERATION OF THE CSB
3.1
Decisions will be taken by consensus failing which voting by show of hands will require a
two-thirds majority of voting
members present in all cases relating to:
3.1.1
the adoption of and amendments to the constitution
3.1.2
the dissolution of the CSB
3.1.3
statements of policy binding on all members
3.1.4
acceptance of the proposed budget of the CSO
A simple majority of
votes suffices for matters of administration and the implementation of
accepted resolutions.
3.2
Conflict of Principle may arise. Any member who after mediation finds an irreconcilable conflict with a policy which
has been declared (with
consensus) has the right to appeal to the Executive of the National CaSPA.
4.
THE OBJECTIVES OF THE CSB
The provision
of support services, as indicated in the mission statement of the CSB, to Catholic Schools which are registered as
PBO’s
5.
THE EXECUTIVE COMMITTEE
The CSB shall elect an Executive Committee which shall meet at least 4
times per
year. The Executive Committee shall comprise:
5.1
The Chairperson, Vice-Chairperson and Treasurer of the CSB (3)
5.2
The Director of the CSO (1)
5.3
Two episcopal representatives, one from Pretoria and one from
Johannesburg (2)
5.4
Three additional members elected at the AGM each year (3)
At least four members of the executive shall be lay people
5.5
A quorum for the Executive Committee will be 5 members.
6.
THE FUNCTIONING AND AUTHORITY OF THE EXECUTIVE
COMMITTEE
The Executive
Committee will function and have authority, as delegated by the CSB, and within its capacity and
resources to achieve
the objectives of the CSB and its aims as set out in the mission statement.
It shall give approval of a
budget of income and expenditure for the ensuing year
in July each year.
7.
FUNCTIONS OF PROPRIETORS
The
proprietors retain all rights and duties relating specifically to the alienation
of land and improvements owned by them,
and to the acquisition
of land and the making of improvements. Notwithstanding this, the CSB will
assist, if requested
for all negotiations of lease agreements and rentals and for
all matters related thereto.
8.
THE CATHOLIC SCHOOLS OFFICE
The day-to-day
running of the CSO will be according to its mandate from the CSB which will enable the CSO to fulfil the
objectives of the
CSB. The CSO will report regularly to the Executive Committee and four times a year to
the CSB.
9.
PROPERTY AND FINANCE
9.1 The
property of the CSB shall be constituted by movable and immovable
property, whether acquired by purchase,
donation, inheritance or
otherwise.
9.2
All the property and assets of the CSB shall vest in the CSB.
9.3
Members or office bearers of the CSB shall have no rights in the property
or other assets of the CSB solely by virtue
of their being members or office
bearers.
9.4
The CSB shall have a bank account opened in the name of the Catholic
Schools’ Board and have all its financial
transactions conducted through
that bank account. Two signatures shall
be required to operate the bank
account.
9.5
The financial year end of the CSB shall be 31 December each year.
9.6
When and if the CSB is wound up or dissolved, any assets remaining after all its liabilities have been met, shall
be transferred to a similar PBO of the
Roman Catholic Church.
10.
ANNUAL GENERAL MEETING
10.1 An
AGM shall be held within three months after the end of each financial
year.
10.2
The business of the AGM shall include,
inter alia:
10.2.1 the presentation
and adoption of the chairperson’s report
10.2.2 the adoption of
the annual financial statements
10.2.3 the election of
a Chairperson, a Vice-Chairperson, and an Honorary
Treasurer each of whom will serve
for a period of one year. Office
bearers will be eligible for re-election but may hold office for a
total of not more than three (3) consecutive years
10.2.4 the appointment
of auditors
10.2.5 other such
matters as may be considered appropriate.
10.3
The quorum for AGM’s shall be the same as set out for Board Meetings in
2.4, namely: the quorum shall be 15,
with at least 7 proprietors (or their
delegates) and at least 5 lay representatives.
11.
SPECIAL GENERAL MEETING
A
Special General Meeting shall be held annually (before the end of June) with all
the constituents of the Archdiocese of Pretoria
and the Diocese of Johannesburg.
The business shall include, inter
alia:
11.1
The presentation of the Chairperson’s Report
11.2
The presentation of the Annual Financial Statements
11.3
The proposed budget of the ensuing year.
12.
NOTICE OF MEETINGS
Notice of all meetings must be given timeously and effectively by the
Secretary.
13.
LEGAL ACTION
The
Catholic Schools Board may sue or be sued in its own name.
14.
DISPUTE RESOLUTION
Any
dispute between the members shall be referred to mediation as referred to in 3.2.
15.
AMENDMENTS TO THE CONSTITUTION
Amendments passed in terms of 3.1 above shall be reported to the South African Revenue Service.
16.
DISSOLUTION
In the event of the CSB being dissolved and ceasing to exist, the assets
of the Board shall be dealt with as stipulated in 9.6
above.