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SAIChE Constitution
1. THE INSTITUTION
1.1 Name
The name of the Institution shall be: "SOUTH AFRICAN INSTITUTION OF CHEMICAL ENGINEERS" in English and "SUID-AFRIKAANSE INSTITUUT VAN CHEMIESE INGENIEURS" in Afrikaans. 1.2 Administrative office
The administrative offices of the Institution shall be in the Republic of South Africa, at a place determined from time to time by the Council. 1.3 Mission
To advance chemical engineering as a discipline and as a profession, and to serve the interests of its members and the community at large. 2. MEMBERSHIP 2.1 Eligibility
Membership shall be open to all suitably qualified persons. 2.2 Professional Conduct
Every member is expected to uphold the dignity of the profession of engineering, in whatever capacity engaged. Every member shall act towards employers, clients, fellow workers and fellow members in a manner consistent with the established traditions of the Institution. 2.3 Grades of membership
The members of the Institution shall be in the grades of Honorary Fellow, Fellow, Member, Graduate and Student. There shall also be the grade of Company Member for organisations.
2.4 Qualifications for grades of membership
The qualifications for all grades of membership other than that of Honorary Fellow shall be defined in the By-laws, and every candidate for membership shall be entitled to a copy of the qualification requirements. 2.5 Honorary Fellow
An Honorary Fellow shall be a person intimately connected with the science or practice of chemical engineering whom the Institution specially desires to honour for significant contributions and services to the Institution or to engineering.
2.6 Election or transfer by Council
The election or transfer of candidates to any grade of membership shall be by the Council. 2.7 Certificates of membership
Council shall issue to every Honorary Fellow, Fellow, Member and Company Member a certificate showing the elected grade of membership. Such certificates shall remain the property of the Institution and shall be returned by the member on ceasing to be a member or on transferring to another grade. 2.8 Letters of designation
Members elected to the following grades are entitled to use the following authorised letters designating their grades of membership: Honorary Fellow - Hon.FSAIChE
Fellow - FSAIChE Member - MSAIChE No other members may use letters of designation relating to the Institution. 2.9 Expulsion
A special meeting of the Council shall be convened to inquire into the conduct of a member and to take such steps as it deems adequate if: five or more members draw up and sign a proposal for expulsion of any member on any ground whatever, and deliver such proposal to the Hon. Secretary, or Council is of the opinion that the conduct of the member warrants expulsion.
The member who is the subject of the inquiry shall be entitled to attend, with or without legal adviser, to explain the conduct and answer the charges.
If Council does not find sufficient reason to expel the member, no entry of the inquiry shall be made in the minutes. If Council is of the opinion that the issue is a minor one, it may warn, reprimand or suspend the member for not more than six months. The proceedings shall be minuted and the member informed in writing of the findings. If Council considers the misconduct to be serious it may:
2.10 Resignations and readmissions
A member may resign from the Institution by sending a written notice of resignation to the Secretary. Any former member who has so resigned may be re-admitted to the Institution on payment of such fees as the Council may decide. 2.11 Termination of membership on death
Membership of the Institution shall terminate immediately upon the death of a member. 2.12 Forfeiture of rights
Cessation of membership of the Institution shall entail forfeiture of all right to participate in the affairs of the Institution. Neither during the existence of the Institution nor upon its dissolution shall any member have any right, title or interest to or in its funds, property or assets. 2.13 Liability of members
The liability of members for debts and engagements of the Institution is limited to the amount of any unpaid subscriptions. 3. COMPANY MEMBERSHIP
3.1 Eligibility
Company membership shall be open to any organisation which is active in the Chemical Industry or a related field. 3.2 Benefits of Company Membership
The benefits to which Company members are entitled shall be defined in the Bylaws. 3.3 Election by Council
The admission of companies to Company membership shall be by Council. 3.4 Conditions of Company Membership
The contents of clauses 2.7 and 2.9 to 2.13, both inclusive, shall, mutatis mutandi apply to Company members. 4. THE COUNCIL
4.1 Management
Subject to the Constitution and in conformity with the By-laws, the management of the affairs of the Institution shall be vested in the Council, whose members shall be elected by the members of the Institution and who shall normally remain Council members until their successors have been elected.
4.2 Composition of Council
The Council shall consist of:
4.3 Nomination of members for Council
Candidates for Council shall be nominated by members who shall each be entitled to nominate candidates for not more than the number of vacancies occurring on Council. Council members may be nominated only if they are due to retire from Council in terms of clauses 4.9, 4.10 or 4.11. The Hon. Secretary shall cause nomination forms to be posted to members not later than 7 March.
All such nominations, duly signed by the proposer, seconder and person nominated, shall be lodged with the Secretary not later than 15 April. The nomination form shall indicate that the candidates who accept nomination will take part in the activities of Council if elected.
4.4 Ballot for Council
Should the number of nominations exceed the number of vacancies, a ballot list, showing the full names of candidates, their business addresses and occupations, shall be posted to each member entitled to vote not later than 7 May. Ballot papers duly completed shall be returned to the Hon. Secretary so as to arrive not later than 30 May.
4.5 Scrutineers
Ballots for Council will be scrutinised by the President and the Hon. Secretary,whose duties shall be to open and examine the ballot lists and to summarise theballot and report the result of their scrutiny to Council; provided that if the Hon. Secretary is a candidate for election to Council, the position of scrutineer shall be taken over by a Past President.
4.6 Election of office bearers
After the election of new Council members and before the Annual General Meeting, Council shall elect the following office bearers from its members:
4.7 Term of office of office bearers
The office bearers shall hold office in their respective capacities for two years only, but shall immediately be eligible for re-election to the same or any other office, provided that no person shall be elected to the office of President for more than two consecutive terms nor shall any member be elected to the office of Vice-President for more than two consecutive terms except in extraordinary circumstances.
4.8 Eligibility of office bearers
The office bearers of the Institution shall be members of the Institution in good standing. The President shall be elected from those who are or were Vice-President. No member shall be eligible for election as President or Vice-President who has not previously served a period of at least twelve months on the Council during the three years preceding nomination.
4.9 Retirement of Council members
Elected Council members, other than those specified under 4.9.1 shall retire four years after their election, but shall be eligible for re-election.
4.10 Casual vacancies on Council
The Council shall have the power to fill any casual vacancy on Council temporarily with an appropriate member. Council members thus appointed shall have the privileges and responsibilities of elected Council members, but shall retire at the end of the current session. The name of the Council member thus appointed shall be brought to the notice of members forthwith.
4.11 Co-opted Council members
The Council may, to ensure representation of those Branches of chemical engineering or Institution membership not represented by the elected Council members, co-opt not more than two additional members to the Council; they shall have the privileges and responsibilities of elected Council members and shall retire at the end of the current session. The names of such co-opted members shall be brought to the notice of members forthwith.
4.12 Forfeiture of Council membership
Should any member of the Council be absent frequently from Council meetings the member may, at the discretion of the Council, be requested to resign from Council, and if so requested shall resign forthwith.
4.13 Appointment of committees and representatives
The Council shall have the power to appoint committees and/or representatives for such purposes and with such powers as it may decide. Such appointments and/or representatives may be made from members of the Institution or from such other persons as the Council may select to further the interests and work of the Institution.
4.14 Executive Committee
The Executive Committee of the Council shall consist of the Office Bearers, the Past President and as many members of Council co-opted to the Committee as shall bring the total number of members of the Committee to six.
4.15 Secretariat
The Council shall have power to hire administrative services and to appoint administrative staff and other officers and to remunerate them.
4.16 Records of meetings
The Council shall cause minutes to be taken of its own meetings, of the Annual General Meeting and any Special General Meeting. The Ordinary General Meetings, committee meetings and Branch meetings shall be chaired by a Council member or, if not available, a suitable member who shall cause a record to be kept of attendance and important issues or decisions taken at the meeting.
4.17 Examinations
The Council shall have the power to institute and regulate examinations for admission to membership and for such other purposes as may be determined.
4.18 Entrance fees and subscription rates
The Council shall have the power to levy, fix and amend entrance fees and subscription fees.
4.19 Publications
The Council shall have power to publish journals and other matter as may be determined.
4.20 Assets and accounts
All funds, property and assets of the Institution shall be vested in the Council for the time being in trust for the Institution. True accounts shall be kept for all monies received and expended by the Institution and of the assets and liabilities of the Institution. The Honorary Treasurer shall administer the funds of the Institution in accordance with the directions of the Council or its Executive Committee and shall be responsible to Council.
4.21 Auditing of accounts
The accounts of the Institution shall be audited at least once a year by an auditor who shall be appointed for the ensuing year by the members at each Annual General Meeting. No member or officer of the Institution shall be eligible for the position of auditor. If any casual vacancy occurs in the office of auditor it shall be filled by the Council.
4.22 Annual reports and accounts
The Council shall submit, at each Annual General Meeting, a report on the affairs of the Institution, together with a statement of revenue and expenditure and a balance sheet for the year ending 31 May prior to the Annual General Meeting, and an audited statement for said year and/or the previous year.
4.23 Banking accounts
The Council shall have the power to open such banking accounts as it deems fit for the purpose of the Institution.
4.24 Signatories
All documents and instruments required to be signed by the Institution shall be signed by any two members of the Council duly authorised thereto by resolution of the Council.
4.25 Payments
No payments shall be made without the express authorisation by Council or the Executive Committee, or as the bylaws prescribe. All payments shall be reported not later than at the next Executive Committee or Council meeting. Where ratification of a payment is necessary this shall be done by an appropriate resolution. All cheques (or electronic transfers) shall be signed (or approved, respectively) by the Honorary Treasurer (or a deputy appointed by Executive Committee resolution) and any one of the additional signatories authorised by Council.
4.26 By-Laws
The Council may frame By-laws which must be consistent with the provisions of the Constitution, for the conduct of the business and management of the affairs of the Institution; such By-laws may at any time be added to, repealed or amended by Council. All members shall be notified of such alterations and/or additions to the By-laws.
4.27 Local Branches
The Council may, at its discretion, and upon receipt of a written request signed by a representative number of members resident in a specific district in South Africa, create a Branch of the Institution in such district. The objectives of such Branches shall be in accordance with 1.3. As arranged with SARS, a Branch is a separate financial entity responsible for its financial affairs and it registers for VAT if required by its turnover. The Branch informs Council annually of its audited financial status.
4.28 Specialist Sections
The Council may form a Section or Sections within the Institution or jointly with a kindred organisation to encourage the presentation of papers and discussions on technical subjects of specific professional interest to certain members of the Institution. The Council shall decide the conditions of admission to membership of such Section or Sections and the manner in which meetings of the Section shall be conducted.
4.29 Dissolution of Branches and Sections
The Council may dissolve a Branch or Section and a copy of the resolution of the Council deciding upon such dissolution shall be sent to the chairperson of the Branch or Section and shall be published in the journal.
4.30 Incorporation of kindred institutions
The Council may, upon receipt of a request to that effect, from any organisation with objects kindred to those of the Institution, arrange for the incorporation in the Institution of the said organisation on such terms and conditions as may be agreed upon, provided that any such incorporation shall be subject to sanction by a Special General Meeting of the Institution, convened for the purpose.
4.31 Indemnity
Members of the Council shall not incur any personal liability in respect of any loss or damage incurred through any act done or authorised by them in excess of their legal power, provided it was in good faith and for the benefit of the Institution.
4.32 Interpretation
In case of doubt as to the meaning and import of any portion of the Constitution and By-laws the interpretation of the Council shall be binding upon the members.
5. THE MEETINGS OF THE INSTITUTION 5.1 Venue of meetings
The meetings of the Institution, other than Branch or Section meetings, shall normally be held in Johannesburg but may be held at such other places in South Africa as the Council may decide.
5.2 Ordinary General Meetings
Ordinary General Meetings of the Institution shall be held on dates decided by the Council. Notices convening Ordinary General Meetings shall be dispatched to members not less than seven days prior to the dates of such meetings.
5.3 Annual General Meetings
The annual session of the Institution shall be nominally from 1 June of any year to 31 May of the succeeding year. Annual General Meetings of the Institution shall be held in June, on a date decided by Council, to receive and consider the report of the Council, the revenue and expenditure account and balance sheet for the year just completed, and the audited accounts for that and/or the previous year.
5.4 Special General Meetings
All meetings of the Institution other than those detailed in 5.2 and 5.3 shall be designated Special General Meetings; only such business as that specified in the notices convening these meetings shall be transacted.
5.5 Notice of Annual and Special General Meetings
Notice of Annual General Meetings and Special General Meetings shall be dispatched to members not less than fourteen days prior to the dates decided for such meetings.
5.6 Omission of notice of meeting
The accidental failure to give notice of any meeting of the Institution to any member shall not invalidate any resolution passed at such meeting.
5.7 Voting
Normally, Honorary Fellows, Fellow, Members and Graduates and Council members in good standing shall be entitled to vote, provided that Council may decide to open the voting to certain or all other grades of members on any particular issue that is to be put to the vote.
5.8 Voting by proxy
A member unable to be present at an Annual General or Special General Meeting may vote by proxy; the person appointed as proxy shall be a member of the Institution and such appointment shall be duly made in writing to the Hon. Secretary.
5.9 Amendments to the Constitution
Should the Council consider it expedient to propose any change to the Constitution in the way of either addition, alteration or repeal or should not less than twenty members express in writing to the Council a desire for such change, the same shall be:
(a) considered at a Special General Meeting convened for that purpose, when it shall be necessary for the adoption of any amendment to the Constitution that not less than two-thirds of the votes cast shall be in the affirmative; or
(b) if deemed desirable by Council, submitted to all Honorary Fellows, Fellows, Members and Graduates for decision by a postal vote in the manner prescribed in the By-laws when, for the adoption of the proposed amendment, it shall be necessary that not less than 25% of all members entitled to vote, cast their votes, and that not less than twothirds of the votes shall be in favour of the amendment.
5.10 Winding up of the Institution
The Institution may be wound up and liquidated or amalgamated with any similar body by a resolution submitted to Honorary Fellows, Fellows, Members and Graduates for decision by postal vote, in the manner prescribed in the By-laws, when for the adoption of the resolution it shall be necessary that not less than 25% of all members entitled to vote, cast their votes and that no less than twothirds of the votes shall be in favour of the resolution.
SAIChE BY-LAWS 1. QUALIFICATIONS FOR GRADES OF MEMBERSHIP 1.1 Fellow
At the time of election a Fellow shall:
EITHER (a) that being not less than 33 years of age and, having fulfilled the requirements of By-law 1.2.1 or 1.2.2 or 1.2.3 or 1.2.4 or 1.2.5, has occupied for a period of at least five years a position of superior responsibility in chemical engineering,
OR
(b) that being not less than 40 years of age, has such status, proof of achievement and practical experience in the application of chemical engineering as justifies election to Fellow, and has occupied for at least five years a position of superior responsibility in chemical engineering.
1.2 Member
At the time of election a Member shall:
AND EITHER
OR
OR
OR
1.3 Graduate
At the time of election a Graduate shall EITHER:
OR
OR
AND
1.4 Student
At the time of election a Student shall be a bona fide student being educated at a university, technikon or other approved institution of tertiary education, with the 18 object of qualifying for the practice of chemical engineering.
1.5 Company Member
The most important criterion for admission as a Company Member is that the company or organisation be part of the process industry or be a supplier of equipment or services to the process industry. Subsidiary companies or divisions of major companies may be Company Members in their own right.
2. MEMBERSHIP 2.1 Election of members
A candidate for election to any membership grade other than Company Member or Student shall be proposed by a Fellow, Member or Graduate having personal knowledge of the candidate's character, qualifications and experience.
Application shall be made on the prescribed form. Candidates for election to Fellow or Member must provide the names and addresses of two additional referees, of which at last one shall be in these membership grades of the Institution.
2.2 Election of Company Member
Applications for Company Membership shall be made on the prescribed form and signed by an authorised official of the company.
2.3 Election of Student
A candidate for election as Student shall be recommended by a Fellow, Member or any official of the education institution concerned and the application made on the prescribed form.
2.4 Exemption of application requirements
The Council may, in exceptional circumstances only, exercise its discretion in waiving the requirements of By-law 2.1 as regards the Institution membership of the referees.
2.5 Transfer
The conditions of By-law 2.1 shall, mutatis mutandi, apply to the transfer of a member from one grade to another in like manner as it applies to election to membership, provided:
2.6 Notice to candidates
Every candidate for election to membership of the Institution or for transfer from one grade of membership to another shall be notified in writing by the Council member duly appointed by Council for this purpose of the result of the election.
2.7 List of members
A register of the names and addresses shall be kept by the Hon. Secretary who shall answer enquiries regarding members only insofar as it is in the interests of the Institution. Any release of the register must be approved by Council.
2.8 Members' addresses and serving of notices
It shall be incumbent upon all members to notify the secretary in writing of any
changes of address, failing which they shall be deemed to have waived service of any notices, or copies of publications, etc., and the onus of notification of nonservice shall not exempt members from the liability of all payments due by them to the Institution.
2.9 Reciprocity arrangements
The President, or in the absence the President, the Vice-President may extend the privileges of the Institution to members of overseas Institutions who are visiting the Republic of South Africa. Such privileges shall include those enjoyed by members with the exception of voting powers at meetings, and may normally extend for a period not exceeding three months.
2.10 Benefits of Company Membership
Company members will be entitled to the following benefits:
(a) They will receive notices of all SAIChE meetings and seminars held in their area.
(b) They may send 2 delegates to all SAIChE organised functions (including those organised by the Branches) at Member rates.
(c) They will receive 2 copies of each issue of Chemical Processing SA and the SA Journal of Chemical Engineering and one copy of conference proceedings that are published.
(d) A list of Company Members will be printed on the back cover of the Institution's journal.
2.11 Company Membership representation
(a) Each Company Member is entitled to nominate a representative to voice the views of the Company Member at meetings of the Institution.
(b) The nominated representative of Company Members will be invited to Institution and Branch AGMs with the object of voicing the views of their organisations. Company Members' representatives will also be invited to discussions of specific subjects in meetings of Council, its committees or Branch committees at the discretion of each chairperson.
3. FEES
3.1 Entrance fees and annual subscription rates
Entrance fees and annual subscription rates shall be determined by Council.
3.2 Payment of entrance fees and subscription rates
The entrance fee and the first subscription shall be due on receipt by a candidate of notice of the decision of the Council as to the grade of membership to which the candidate has been elected. Such notice shall include advice of the amounts of the entrance fee and subscriptions which must be paid before the election of the candidate is confirmed (see By-laws 3.4 and 3.4.1).
3.3 Payment of entrance fees by Students who transfer
A Student member who is upgraded to Graduate membership, will not be required to pay the entrance fee.
3.4 Subscription for part of year
Should new members be elected on or after the 1st December of any year their subscriptions for the financial year ending 31 May shall be reduced by one-half.
3.5 Defaulters
Members whose annual subscriptions are unpaid by the 30th day of September of a financial year shall be notified in writing at their last registered address that unless the subscription has been paid by the 30th day of November next they may by resolution of Council, be excluded from the Institution and shall not be entitled to receive the notices, publications or awards of the Institution, nor to exercise any of the rights, and their names shall be removed from the membership register.
3.6 Subscription on retirement
Members in good standing, who (a) have retired from full time employment, and (b) have been members of the Institution for at least 15 years, are eligible for fully paid-up retired membership, on payment of a single sum equal to the then current annual subscription rate of a Fellow.
3.7 Remission of subscriptions
The Council may, in exceptional circumstances, reduce or remit the current or arrear subscriptions due by any members.
3.8 Subscriptions of long-standing Student members
Members aged 27 or over who have been Student members for 4 years shall be charged Graduate rates unless they produce evidence that they are still bona-fide students.
4. THE COUNCIL AND ITS DUTIES
4.1 Nomination of and balloting for members of Council
The Hon. Secretary shall cause to be posted by the due dates to each Honorary Fellow, Fellow, Member, and Graduate one nomination (respectively ballot) form, to permit the various grades of members to nominate (respectively vote for) candidates for Council in terms of Constitution Clause 4.2.1.
4.2 Council meetings
At meetings of the Council six members shall form a quorum and all matters shall be decided by vote of the majority but before such vote is taken a decision on any subject shall, at the desire of any three members present, be postponed until the succeeding meeting and then shall be decided by the majority; a notice of the question thus postponed having been previously given in the notice calling the meeting.
4.3 Reserve Fund
The financial reserves established in terms of Constitution Clause 4.20.1 shall be not less than one-third of the total annual expenditure by the Institution reported at the most recent Annual General Meeting.
4.4 Payments
The Honorary Treasurer with the concurrence of one of the authorised signatories may make payment for:
5. BRANCHES AND SECTIONS
5.1 Branch and Section rules
Each Branch or Section shall be constituted and its affairs conducted in accordance with rules approved for that purpose by the Council.
5.2 Graduate and Student Sections
The Graduate and Student members resident in any area may apply to the Council or a local Branch for authority to form a Graduate and Student section. Such an application shall be made in writing and shall be supported by a majority present at a meeting of not less than 10 Graduate and/or Student members, presided over by a Fellow or Member of the Institution. Any decisions regarding the formation and running of Graduate and Student Sections shall be subject to confirmation by the Council.
6. GENERAL MEETINGS 6.1 Quorum
The quorum for all Ordinary General Meetings of the Institution shall be twelve members with voting rights and for all other general meetings fifteen members with voting rights.
6.2 Voting at meetings
Every proposal submitted to any meeting except as otherwise provided, shall in the first instance be decided by a show of hands of the members entitled to vote but a ballot may be demanded by any six members entitled to vote. This ballot shall be taken forthwith and be supervised by two scrutineers appointed by the meeting. Subject to the provisions of Consititution Clauses 5.7, 5.8 and 5.9 a majority of votes shall carry any business before the meeting.
6.3 Chairperson of meetings
The President, the Vice-President or, in the absence of both of them, a member elected by the meeting, shall take the chair at any meeting of the Institution.
6.4 Adjournment of meetings
The Chairperson of any meeting may, with the consent of the majority of the members who are present and entitled to vote, adjourn the proceedings from time to time and from place to place.
7. Advancement of Chemical Engineering
Covering recognition of innovation or academic achievements, scholarships or bursaries (to members, the children of members or in special cases of merit to others), support for scitech meetings or publications relevant to chemical engineering; all this after evaluation by Council (for major expenses), the Executive, or evaluators appointed by the Executive. The Advancement items being placed together in a separate budget item: the Advancement fund.
Specific awards are:
8. GENERAL 8.1 The Journal
The proceedings of meetings of the Institution and official notification shall be published as the Council may decide from time to time. When circumstances permit an official journal will be published.
8.2 Papers and contributions
All papers and contributions submitted to, and accepted by the Institution with any drawings and/or illustrations, shall become the property of the Institution. No one shall, save by permission of the Council, which permission shall not be unreasonably withheld, publish, cause or allow to have published, such papers or contributions.
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