LRA Form 3.24: Model Constitution of a Bargaining Council

Purpose of this model constitution

Model constitution of Bargaining Council based on section 30(1) of the Act To assist trade unions and employers to prepare a constitution of a bargaining council that meets the requirements of section 30(1). This is a model constitution. The parties to the council are free to draft their own constitution or to adapt this model to suit their own requirements provided that the constitution complies with section 30(1) of the Act.

1. Name

The name of this bargaining council is
________________________________________________________________________

2. Registered scope

The registered scope of the council is specified in the council's certificate of registration attached to this constitution.

3. Powers and functions

1. The powers and functions of the council are

  1. to conclude collective agreements;
  2. to enforce those collective agreements;
  3. to prevent and resolve labour disputes;
  4. to perform the dispute resolution functions referred to in section 51 of the Act;
  5. to establish and administer a fund to be used for resolving disputes;
  6. to promote and establish training and education schemes;
  7. to establish and administer pension, provident, medical aid, sick pay, holiday and unemployment schemes or funds or any similar schemes or funds for the benefit of one or more of the parties to the bargaining council or their members;
  8. to develop proposals for submission to NEDLAC or any other appropriate forum on policy and legislation that may affect the sector and area;
  9. to determine by collective agreement the matters which may not be an issue in dispute for the purposes of a strike or a lock-out at the workplace;
  10. to confer on workplace forums additional matters for consultation; and
  11. to consider and deal with any other matter that affects the interests of the parties.
2. The council is only able to exercise these powers and perform these functions within its registered scope.

4. Parties

1. The founding parties to the council are-

  1. the following employers' organisations
    i. ________________________________________
    ii. ________________________________________
    iii. ________________________________________
    (name)

  2. the following trade union(s)
    i. ________________________________________
    ii. ________________________________________
    iii. ________________________________________
    [name]

2. Any registered trade union or registered employers' organisation that has members that fall within the registered scope of the council may apply in writing to the council for admission as a party.

3. The application must be accompanied by

  1. a certified copy of the applicant's registered constitution;
  2. a certified copy of the applicant's certificate of registration;
  3. details of the applicant's membership within the registered scope of the council, including, in the case of an employers' organisation, the number of employees that its members employ within the council's registered scope;
  4. a statement of the reasons why the applicant ought to be admitted as a party to the council; and
  5. any other information on which the applicant relies in support of its application.

4. The council, within 90 days of receiving an application for admission, must decide whether to grant or refuse the applicant admission, and must advise the applicant of its decision, failing which the council is deemed to have refused the applicant admission.

5. If the council refuses to admit an applicant it must, within 30 days of the date of the refusal, advise the applicant in writing of its decision and the reasons for that decision.

5. Appointment of representatives

1. The council consists of

  1. ___ representatives of the employers' organisations that are parties to the council; and
  2. ___ representatives of the trade unions that are parties to the council.

2. Subject to sub-clause (3), the representatives will be allocated among the parties to the council as follows:

  1. employers' organisation(s)number of representatives -
    _______________________________________________
    _______________________________________________
    _______________________________________________
    (names)

  2. trade union(s)number of representatives-
    _______________________________________________
    _______________________________________________
    _______________________________________________
    (names)

3. If one or more employers' organisations party to the council represent small and medium enterprises, at least one of the employer representatives referred to in sub-clause (2) must be allocated to those organisations.

4. Subject to sub-clause (2) and to its own constitution, each party to the council may appoint

  1. its representatives to the council; and
  2. an alternate for each of its representatives.

5.

  1. A representative or an alternate will hold office for twelve months and will be eligible for re-appointment at the end of that term.
  2. A representative or an alternate whose term of office has expired and who is not re-appointed, may nevertheless continue to act as a representative until that representative's successor assumes office.

6. Despite sub-clause (5),

  1. a party may withdraw any of its representatives or alternates after having given at least 21 days' notice in writing to the secretary;
  2. a representative who, without good cause, is absent from three consecutive meetings of the council, is disqualified from continuing in that office.

7. If the office of any representative or alternate becomes vacant, the party that appointed the representative or alternate may appoint another representative or alternate for the unexpired portion of the predecessor's term of office.

6. Council meetings

1. The council must hold

  1. an annual general meeting in the month of ___; and
  2. an ordinary meeting at least once every ___ month(s).

2. A special meeting of the council -

  1. may be called at any time by the chairperson with a view to disposing of urgent business; and

  2. must be called by the chairperson within 14 days of

    1. receiving a request for that purpose, stating the purpose of the special meeting and signed by not less than ____ representatives; or
    2. the adoption of a resolution by the council calling for a special meeting.
3. At the annual general meeting, the council must

  1. elect the additional members of the executive committee;
  2. elect the chairperson and the deputy chairperson of the council;
  3. appoint the members of the panel of conciliators referred to in clause 11(1)(a);
  4. appoint the members of the panel of arbitrators referred to in clause 11(1)(b);
  5. appoint the members of an exemptions board to consider and dispose of applications for exemption from the provisions of any collective agreement that may be concluded in the council.
  6. consider the annual financial statements of the council and the auditor's report on those statements; and
  7. consider and approve, with or without any amendments, the budget of the council for the next financial year as prepared in terms of clause 15(10).

4. The secretary must prepare a written notice of every council meeting stating the date, time and venue of the meeting and the business to be transacted, and must send the notice to each representative by registered post at least ___ days before the date of the meeting. However, the chairperson may authorise shorter notice for a special meeting.

5. At least half of the total number of employer representatives and half of the total number of employee representatives form a quorum and must be present before a meeting may begin or continue.

6. If, at the time fixed for a meeting to begin or continue, and for 30 minutes after that time, there is no quorum present, the meeting must be adjourned to the same place at the same time on the corresponding day in the following week unless that day is a public holiday, in which case the meeting must be adjourned to the day immediately after that public holiday.

7. A meeting that was adjourned in terms of sub-clause (6) may proceed on the date to which it has been adjourned with the representatives present at the time called for the meeting, regardless of whether or not notice has been given in terms of sub-clause (4) and whether or not a quorum is present.

8. The secretary must cause minutes to be kept of the proceedings at council meetings.

9. At every meeting of the council

  1. the secretary must read the minutes of the previous meeting unless they were previously circulated; and
  2. after the minutes have been confirmed, with or without any amendments, the chairperson must sign the minutes.

10. A motion proposed at a meeting may not be considered unless it has been seconded. The chairperson may require a motion to be submitted in writing, in which case the chairperson must read the motion to the meeting.

11. Unless this constitution provides otherwise, all motions must be decided by a majority of votes of those present and entitled to vote and voting must be by show of hands.

12. Each representative has one vote on any matter before the council for its decision. However, if at the meeting the employer representatives and employee representatives are not equal in number, the side that is in the majority must withdraw so many of its representatives from voting at that meeting as may be necessary to ensure that the two sides are of equal numerical strength at the time of voting.

13. If any question which the executive committee considers to be extremely urgent arises between meetings of the council, and it is possible to answer that question by a simple "yes Or "no", the executive committee may direct the secretary to cause a vote of the representatives on the council to be taken by post. A Proposal subjected to a postal vote may be adopted only if it is supported by at least two-thirds of the total number of representatives who are entitled to vote.

14. The executive committee may adopt general rules of procedure for its meetings and for the meetings of the council and of its other committees. However, in the event of any conflict between those rules and the provisions of this constitution, the provisions of this constitution will prevail.

7. Executive Committee

1. The council will have an executive committee that consists of the chairperson and the deputy chairperson of the council, who are members by virtue of their respective offices, and additional members elected in accordance with sub-clause (3).

2. Subject to the directions and control of the council, the executive committee may exercise and perform the powers, functions and duties of the council relating to the supervision and control of the everyday management and administration of the council. In addition, the executive committee may -

  1. investigate and report to the council on any matter connected with the sector in respect of which the council is registered;
  2. do anything necessary to give effect to decisions of the council;
  3. monitor and enforce collective agreements concluded in the council; and
  4. exercise and perform any power, function and duty that is conferred or imposed on the executive committee by or in terms of this constitution or that is delegated by the council to the executive committee. However, the council may not delegate to the executive committee the powers, functions, and duties contemplated in clauses 4(4) and (5), 6(3), 16 and 17 and sub-clauses (3) and (6) of this clause, and the power of the council to delegate.

3. At the annual general meeting, the council must elect the additional members of the executive committee and an alternate for each of them. The additional members and their alternates must be representatives in the council, and half of the additional members, as well as their alternates, must be appointed by the employer representatives in the council, whilst the other half of the additional members, as well as their alternates must be appointed by the employee representatives in the council.

4.

  1. An additional member of the executive committee will hold office for twelve months and will be eligible for re-election at the end of that term.
  2. An additional member of the executive committee whose term of office has expired and who is not re-elected, may nevertheless continue to act as a member of the executive committee until that member's successor assumes office.

5. An additional member of the executive committee-

  1. may resign from the committee at any time after having given at least 21 day's notice in writing to the secretary;

  2. must vacate office immediately

    1. in the case of resignation, when the resignation takes effect; or
    2. upon ceasing to be a representative of the council.

6.

  1. If the seat of an additional member of the executive committee becomes vacant, the council must fill the vacancy from the number of candidates nominated for that purpose by

    1. the employer representatives in the council, if that seat had been held by an additional member representing the employers; or

    2. the employee representatives in the council, if that seat had been held by an additional member representing employees.

  2. A member appointed to fill a vacant seat holds that seat for the unexpired portion of the predecessor's term of office.

7. The executive committee must hold an ordinary meeting at least once every ___;

8. A special meeting of the executive committee

  1. may be called at any time by the chairperson with a view to disposing of urgent business; and
  2. must be called by the chairperson within___ days of receiving a request for that purpose, stating the purpose of the special meeting and signed by not less than ___ members of the executive committee.

9. The secretary must prepare a written notice of every executive committee meeting showing the date, time and venue of the meeting and the business to be transacted, and must send the notice to each member of the committee by registered post at least ___ days before the date of the meeting. However, the chairperson may authorise shorter notice for a special meeting.

10. At least half of the members of the executive committee representing employers' and half of the members of that committee representing employees form a quorum and must be present before a meeting may begin or continue.

11. Each member of the executive committee has one vote on any matter before the committee for its decision. However, if at the meeting the members representing employers and those representing employees are not equal in number, the side that is in the majority must withdraw so many of its members from voting as may be necessary to ensure that the two sides are of equal numerical strength at the time of voting.

12. In relation to any matter before the executive committee for its decision, the decision of a majority of those members of the executive committee who are present at the meeting and entitled to vote will be the decision of the committee.

8. Other Committees

1. The council may establish other committees to perform any of its functions, including investigating and reporting to the council on any matter but excluding the non-delegateable functions referred to in clause 7(2)(d).

2.

  1. Half of the members of any committee so appointed must be nominated by the employer representatives, and the other half by the employee representatives.

  2. Subject to paragraph (a), committee members must be

    1. employers or employees within the registered scope of the council; or
    2. office bearers or officials of the parties to the council.

3. A majority of the total number of the members of a committee forms a quorum and must be present before the meeting may begin or continue.

4. The provisions of clause 7 relating to the calling and conduct of meetings, read with the changes required by context, apply to meetings of any committee contemplated in this clause.

9. Chairperson and Deputy Chairperson

1.

  1. At the annual general meeting the council must elect a chairperson and a deputy chairperson .
  2. Subject to sub-clauses (3) and (6)(a), the serving chairperson of the council at the time of the annual general meeting will be the chairperson of the meeting and preside over the election of the next chairperson.

2. The chairperson of the meeting must call for nominations for the office of chairperson. A person will have been nominated if proposed by one and seconded by another representative in the council.

3. If the serving chairperson is nominated for another term, the council, by a show of hands, must elect a representative in the council to act as chairperson of the meeting during the election of the next chairperson.

4.

  1. If only one candidate is nominated, the candidate will be deemed to have been elected the new chairperson unopposed, and must be declared by the chairperson of the meeting to have been so elected.
  2. If two or more candidates are nominated, the chairperson of the meeting must conduct a vote by ballot, and must declare the candidate in whose favour the majority of the votes have been cast, to have been elected the new chairperson.

5. If an equal number of votes are cast for two or more candidates, and no other candidate has drawn a higher number of votes than those candidates, the chairperson of the meeting will cause to be determined by lot which one of those candidates is to become the new chairperson.

6.

  1. Upon having been declared elected, the new chairperson must preside over the meeting and must call for nominations for the office of deputy chairperson.
  2. If the newly elected chairperson is an employer representative, only employee representatives may be nominated for deputy chairperson, and vice-versa.
  3. The provisions of sub-clauses (2), (4) and (5), read with the changes required by context, apply to the election of the deputy chairperson.

7.

  1. The chairperson and the deputy chairperson hold their respective offices until the next election of the chairperson or deputy chairperson (as the case may be) takes place, or, if the chairperson or deputy chairperson ceases to be a representative in the council on any date before that election, until that date. Each of them will be eligible for re-election if still a representative when their respective terms as chairperson and deputy chairperson expires.
  2. If the office of the chairperson or deputy chairperson becomes vacant before the next election of the chairperson or deputy chairperson (as the case may be) the executive committee must elect a person as a chairperson or deputy chairperson (as the case may be) to hold office until the next election;
  3. An election contemplated in paragraph (b) must be held in accordance with sub-clause.; (2), (4), (5) and (6), read with the changes required by the context.

8. The chairperson must preside over all meetings of the council, and must-

  1. sign the minutes of council meetings after those minutes have been confirmed;
  2. sign cheques drawn on the council's bank account; and
  3. perform any other functions and duties entrusted to the chairperson by this constitution as well as those that are generally associated with the office of chairperson.

9. The deputy chairperson must preside over meetings of the council and perform the duties and functions of the chairperson whenever the chairperson is absent or for any reason unable to act or to perform those functions and duties.

10. If both the chairperson and the deputy chairperson are absent or unable to act or to perform the functions and duties of the chairperson, the council, by show of hands must elect from the representatives a person to act as chairperson and to perform those functions and duties.

11. A chairperson or a deputy chairperson who has not been elected from amongst the representatives in the council is not entitled to vote on any matter before the council or the executive committee.

12. A chairperson or a deputy chairperson may be removed from office by the council for serious neglect of duty, serious misconduct or due to incapacity.

10. Officials and employees

1. The council must appoint a secretary who will be responsible for the administrative and secretarial work arising from the functioning of the council and for performing the functions and duties imposed on the secretary by or in terms of the Act and this constitution. That work and those duties and functions include

  1. to keep and maintain the books and records of account that the council may direct in order to fully reflect the financial transactions and state of affairs of the council;
  2. to attend all meetings of the council and the executive committee and record the minutes of the proceedings at those meetings;
  3. to conduct the correspondence of the council, keeping originals of letters received and copies of letters sent;
  4. at each meeting of the council, to read significant correspondence that has taken place since the previous meeting;
  5. to bank all moneys received on behalf of the council within three days of receipt;
  6. whenever required by the council, but at least once in every quarter of the financial year, to submit to the council statements of its financial affairs and position;
  7. to prepare, for submission at the annual general meeting of the council, the budget for the next financial year and an annual report summarizing the key activities of the council; and
  8. to countersign cheques drawn on the council's bank account.

2. The secretary must

  1. retain a copy of the confirmed and signed minutes of every meeting of the council, the executive committee and any other committee of the council in safe custody in the office of the council for a period of at least three years from the date those minutes were confirmed;
  2. retain every financial statement referred to in sub clause (1)(f), and all vouchers and records relating to statements of that nature, for at least three years from the date of the statement; and
  3. sign the certificates of appointment to be issued to the persons appointed by the Minister as designated agents of the council.

3. The council may appoint any additional officials and any number of employees that may be necessary to assist the secretary in performing the functions and duties of that office.

4. The council may request the Minister to appoint any number of persons as designated agents to help it enforce any collective agreement concluded in the council.

5. Where there are two or more suitable candidates for appointment to the position of secretary or a designated agent, the council must elect the secretary or designated agent by conducting a ballot of the representatives present at the meeting at which an appointment is to be made, with the candidate receiving the highest number of votes being appointed.

6. The secretary, designated agents and other officials and employees of the council must not be biased in favour of or prejudiced against any party in the performance of their respective functions.

11. Panels of conciliators and arbitrators

1. At its annual general meeting, the council must appoint

  1. a panel of conciliators, consisting of ___ members, for the purpose of conciliating disputes,
  2. a panel of arbitrators, consisting of ___ members for the purpose of determining disputes.

2. The council may remove a member of the panel of conciliators or arbitrators from office

  1. for serious misconduct;
  2. due to incapacity; or
  3. if at least one half of the employer representatives in the council and at least one half of the employee representatives in the council have voted in favour of the removal of that member from office.

3. If for any reason there is a vacancy in the panel of conciliators or the panel of arbitrators, the council may appoint a new member to the relevant panel for the unexpired portion of the predecessor's term of office.

4. Unless the parties to a dispute have agreed on a member of the panel of conciliators or the panel of arbitrators to conciliate or arbitrate their dispute, the secretary must appoint a member of the relevant panel to conciliate or arbitrate the dispute.

5.

  1. A person may be appointed to both the panel of conciliators and the panel of arbitrators.
  2. A member of the panel of conciliators or the panel of arbitrators whose term of office expires, will be eligible for re-appointment to the relevant panel at the end of the term.

12 Disputes referred to the council for conciliation

1. In this clause dispute means a dispute between any of the parties to a council that may be referred to a council in terms of the Act except a dispute contemplated in clause 14.

2. For the purpose of sub-clause (1), a party to the council includes the members of any party to the council.

3. Any party to a dispute may refer the dispute in writing to the council.

4. The party who refers the dispute must satisfy the secretary that a copy of the referral has been served on all other parties to the dispute.

5. If satisfied that the referral has been served in compliance with sub-clause (4), the secretary

  1. may, if there is a collective agreement binding on the parties to the dispute that provides for an alternative procedure for resolving disputes, refer the dispute for resolution in terms of that procedure; or
  2. must appoint a member of the panel of conciliators to attempt to resolve the dispute through conciliation.

6. Nothing in this clause Prevents an officer or an employee of the council investigating the dispute or attempting to conciliate the dispute before the appointment of a conciliator in terms of sub-clause (5)(b).

13. Disputes referred to the council for arbitration

1. For the purpose of this clause, a dispute means any dispute between any of the parties to the council that

  1. has been referred to a conciliator in terms of clause 12 but remains unresolved; and

    1. the Act requires that the dispute be arbitrated and any party to the dispute has requested that the dispute be resolved through arbitration; or

    2. all the parties to the dispute consent to arbitration; or

  2. it is a dispute about the interpretation or the application of the provisions of this constitution.

2. Any party to a dispute may request that the dispute be resolved through arbitration.

3. The secretary must appoint a member of the panel of arbitrators to arbitrate the dispute.

4. The arbitrator may conduct the arbitration in a manner that the arbitrator considers appropriate in order to determine the dispute fairly and quickly, but must deal with the substantial merits of the dispute with the minimum of legal formalities.

5. The arbitration proceedings must be conducted in accordance with the provisions of section 138 and 142 and, if applicable, sections 139, 140 and 141, of the Act, read with the changes required by the context.

14. Procedure for the negotiation of collective agreements.

1. Any party to the council may introduce proposals for the conclusion of a collective agreement in the council.

2. The proposals must be submitted to the secretary in writing and must identify the other parties to the proposed agreement.

3. Within seven days of submission of the proposals, the secretary must serve copies of the proposals on the other parties to the council.

4. Within 21 days of submission of the proposals, the chairperson must call a special meeting of the executive committee to consider the proposals and to decide on a process for negotiating the proposals, including

  1. the introduction of counter-proposals;
  2. whether the negotiations should be conducted by the council, the executive committee or any other committee of the council;
  3. the appointment of a conciliator from the panel of conciliators to facilitate the negotiations; and
  4. the timetable for the negotiations.

5. If no negotiation process is agreed

  1. the secretary must appoint a conciliator from the panel of conciliators to facilitate negotiations and the conclusion of a collective agreement;
  2. the council must meet at least twice within 30 days of the meeting of the executive committee to negotiate on the proposals and any counter proposals, unless a collective agreement has been concluded;
  3. the conciliator must facilitate the negotiations at those meetings and the conclusion of collective agreements.

6. If no collective agreement is concluded in the course of this process or procedure contemplated in this clause

  1. the parties to the council may

    1. agree to refer the dispute to arbitration; or

    2. resort to a strike or a lock-out that conforms with the provisions of Chapter IV of the Act; or

  2. any party to the dispute whose members are engaged in an essential service may request that the dispute in respect of the employers and the employees engaged in that service be resolved through arbitration.

7. In the circumstances contemplated in sub-clause (6)(a)(i) or (b), the secretary must appoint a member of the panel of arbitrators to arbitrate the dispute.

8. The provisions of clause 13(4) and (5) will apply to arbitration proceedings conducted in terms of this clause.

9.

  1. During the strike or lock-out the parties to the dispute must attend every meeting convened by the conciliator to resolve the dispute.

  2. If any party to the dispute fails to attend, without good cause, a meeting so convened, the members of that party

    1. if they participate in a strike, will forfeit the protection they would have enjoyed in terms of section 67 of the Act;

    2. if they are engaged in a lock-out, will forfeit the protection they would have enjoyed in terms of section 67 of the Act.

15. Finances

1. The council may raise funds by charging a levy on employees and employers within the registered scope of the council.

2. The council must open and maintain an account in its name at a bank of its choice that is registered in the Republic, and

  1. deposit all moneys it receives in that account within three days of receipt; and
  2. pay the expenses of and make all payments on behalf of the council by cheques drawn on that account.

3. The council may invest any surplus funds not immediately required for current expenses or contingencies, in

  1. internal registered stock as contemplated in section 21 of the Exchequer Act, 1975 (Act No. 66 of 1975);
  2. savings accounts, permanent shares or fixed deposits in any registered bank or financial institution;
  3. a registered unit trust;
  4. any other manner approved by the registrar.

4. All payments from the council's funds must be

  1. approved by the council; and
  2. made by cheque drawn on the council's bank account and signed by the chairperson or deputy-chairperson and counter-signed by the secretary. However, the council, by special resolution, may authorise any representative in the council, official or employee of the council to sign or counter-sign cheques drawn on the council's bank account in the event of both the chairperson and the deputy chairperson or the secretary not being readily available for that purpose.

5.

  1. Despite sub-clause (4), the council may maintain a petty cash account, out of which the secretary may make cash payments not exceeding R___ at any one occasion.
  2. Funds required for the petty cash account may be transferred to that account only by drawing a cheque issued and signed in the manner required by sub-clause (4).
  3. Except with the approval of the council, cheques drawn to transfer funds to petty cash may not exceed R___ per month in aggregate.
  4. The council may determine the form of records to be kept for the petty cash account.

6. At the end of each quarter of the financial year, the secretary must Prepare a statement showing the income and expenditure of the council for that quarter, and another reflecting the assets, liabilities and financial position as at the end of that period.

7. The financial year of the council begins on 1 ___ in each year and ends on ___ of the following year, except for the first financial year, which begins on the day that the council is registered and ends on the ___.

8. No later than ___ after the end of the financial year, the secretary must prepare a statement of the council's financial activity in respect of that financial year showing

  1. all moneys received for the council

    1. in terms of any collective agreement published in terms of the Act; and

    2. from any other sources;

  2. expenditures incurred on behalf of the council under the following heads

    1. remuneration and allowances of their officials and employees;
    2. amounts paid to representatives and alternates in respect of attendance at meetings, the travelling and subsistence expenses incurred by them, and the salary or wage deducted or not received by them due to their absence from work by reason of their involvement with the council;
    3. remuneration and allowances of members of the panel of conciliators and arbitrators;
    4. office accommodation;
    5. printing and stationery requirements; and

    6. miscellaneous operating expenditure;

  3. the council's assets, liabilities and financial position as at the end of that financial year.

9.

  1. The annual financial statements must be signed by the secretary and counter-signed by the chairperson, and submitted to an auditor for auditing and preparing a report to the council.
  2. True copies of the audited statements and the auditor's reports must be made available for inspection at the office of the council to members and representatives of the parties, who are entitled to make copies of those statements and the auditor's report.
  3. The secretary must send certified copies of the audited financial statements and the auditor's report to the registrar within 30 days of receipt thereof.

10. Every year the secretary must prepare, for submission at the annual general meeting of the council, a budget for the council for the next financial year.

11. At the annual general meeting the council must appoint an auditor to perform the audit of the council for the next year.

16. Winding up

1. At a special meeting called for that purpose, the council, by resolution adopted by a majority of the total number of representatives in the council, may decide to be wound up.

2. Upon adoption of a resolution to wind up, the secretary must take the necessary steps to ensure that

  1. application is immediately made to the Labour Court for an order giving effect to the resolution; and
  2. the council's books and records of account and an inventory of its assets, including funds and investments, are delivered to the liquidator appointed by the Labour Court, and that whatever may be necessary is done to place the assets, funds and investments of the council at the disposal and under the control of the liquidator.

3. Each party to the council remains liable for any unpaid liabilities to the council as at the adoption of a resolution to wind-up the council.

4. If all the liabilities of the council have been discharged, the council must transfer any remaining assets to

  1. a bargaining council within the same or similar sector; that has been agreed upon at the special meeting referred to in sub-clause (1);

  2. the Commission if-

    1. there is no bargaining council within the same or similar sector; or
    2. the parties to the council fail to agree on a bargaining council that is to receive the remaining assets.

17. Changing the constitution

1. The council may change this constitution at any time

  1. by a resolution adopted by unanimous vote of all the representatives in the council on a motion to amend tabled without prior notice; or

  2. by a resolution adopted by at least two thirds of all the representatives in the council after at least

    1. one month's notice of that motion to amend had been given to the secretary ; and
    2. two weeks' notice of that motion had been given to all the other representatives
      3. .

2. Any amendment to this constitution becomes effective after the resolution effecting that amendment has been certified by the registrar in terms of section 57(3) of the Act.

18. Necessary first steps

1. With a view to making the council operative and functional without delay, the provisions contained in the Annexure to this constitution will apply and must be read as one with this constitution until the requirements and procedures contemplated in those provisions have been complied with.

2. Any act performed in compliance with the provisions contained in the Annexure will be deemed to have been performed in terms of and in accordance with this constitution.

19. Definitions

In this constitution, any expression that is defined in the Act has that meaning and unless the context otherwise indicates -

"chairperson" means the chairperson of the council who, by virtue of that office, is also the chairperson of the executive committee

"deputy chairperson" means the deputy chairperson of the council who, by virtue of that office, is also the deputy chairperson of the executive committee;

"executive committee" means the executive committee of the council; contemplated in clause 7;

"Minister" means the Minister of Labour;

"secretary" means the secretary of the council; and

"the Act" means the Labour Relations Act, 1995 (Act No. 66 of 1995).

Annexure

Necessary first steps to be followed by the council

1. At the first meeting of the council, which will be held

  1. the council, by show of hands, must select a suitable person to act as chairperson of that meeting, subject to paragraph (c), as well as another to keep the minutes of the meeting;
  2. the council must elect the chairperson and deputy chairperson and the additional members of the executive committee in the manner set out in clauses 7 and 9 respectively, read with the changes required by the context;
  3. the newly-elected chairperson of the council must take over the chair at the meeting;
  4. the council must appoint the officials contemplated in clause 6(3)(c), (d) and (e); and
  5. the council must appoint an auditor to perform the audit of the council in respect of its first financial year.

2. The secretary, in the manner contemplated in clause 10(1)(g), must as soon as possible prepare, for submission at the next ordinary meeting of the council, a budget for the council for its first financial year.

[NOTE: According to the above model constitution, the council's certificate of registration is, upon receipt, to be attached to its constitution (see clause 2). If not so attached, the constitution of a council following the model will be incomplete.]

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