1. Name

The NAME of the Guild is THE KNIFEMAKERS’ GUILD OF SOUTHERN AFRICA.

2. Objectives

The OBJECTIVES of the Guild are the following:
To watch over and advance the interests of members.
To establish closer relations and associations between members.
To mediate between members or between members and their clients and adjust and settle differences between them whenever called upon by such members or clients to do so.
To set and maintain standards of conduct and workmanship amongst members.
To do all such other things as are incidental or conducive to the attainment of these objects.

3. Membership

Subject to the provisions of Article 15 b)  Article 16 b)  below, only applicants who make knives shall be considered for voting membership of the Guild.
A candidate for membership must submit with his written application at least 5 (five) examples of his work to the Executive Committee and an application fee to be determined by the Executive Committee, which amount is not refundable. The applicant shall state when he started making knives.
The Executive Committee will in its sole discretion decide whether the applicant is to be accepted as a member. In arriving at its decision the Executive Committee shall consider the workmanship, design and quality of materials used in the examples submitted.
The Executive Committee shall give the applicant written notice of the acceptance or rejection of his application.
The new member shall attend and exhibit at the first AGM and Show immediately after membership acceptance advice provided such advice is not within three months of such AGM & show .If acceptance advice is within three months this ruling then applies to the first AGM & Show thereafter.
All members are required to attend at least one out off three consecutive AGM’s.
All Members are required to attend at least one out of three consecutive Annual Shows.
Failure to comply with Rules (e) & (f) above without good reason submitted to and accepted by the Exco prior to the event, can result in disciplinary steps taken against the offending member in terms of Article 13 below.
Any member shall, at any stage of membership, when requested to do so by the Executive Committee, submit to the Guild 5 (five) knives for re-evaluation.
Any member who is unable to continue making knives due to old-age and/or deteriorating health but wishes to continue membership will, following a written request to the Executive Committee, be considered for continued ordinary membership, without voting rights but all other privileges remaining unchanged. Such members will not be obliged to pay the prescribed annual membership fee as envisaged in Article 8.
Membership shall cease upon death, resignation or expulsion in terms of the constitution.

4. Management

The affairs of the Guild shall be managed by an Executive Committee.
The Executive Committee shall consist of a chairman, a vice-chairman and four members elected by majority vote.
The chairman of the Executive Committee shall be elected by majority vote, shall hold office for a period of one year and will be eligible for re-election.
The new Executive Committee shall at its first meeting elect such office bearers as it may deem necessary and may for this purpose co-opt other members of the Guild to fill the post or posts.
In the event of any vacancy or vacancies occurring on the Executive Committee the remaining members of the Executive Committee shall have the power to fill any such vacancy from the members of the Guild. The members so appointed shall hold office on the same terms and only for the remaining term of the member whose place he takes.
At an Executive Committee meeting 3 (three) members shall be required to form a quorum.

5. Powers of the Executive Committee

The EXECUTIVE COMMITTEE shall conduct all the affairs of the Guild. Without limiting their rights of management the Executive Committee shall have the following special powers:
To convene meetings.
To hold and have the custody and control of the funds and the property of the Guild.
To open, should it deem necessary, a banking or savings account.
To appoint sub-committees and delegate any of its powers to such sub-committees.
To do all other things that it may consider conducive to the interests or good management or the promotion of the objectives of the Guild.

6. Meetings

The Executive Committee shall have full power and authority at any time to call meetings of the Guild on such notice as it may deem fit.
A quorum of members at a meeting called in terms of Article 6 a) or 6 c) shall be not less than 15 (fifteen) members present within 15 (fifteen) minutes of the time appointed for such meeting. Should there be no quorum present at such meeting, the meeting shall stand adjourned until a date to be agreed upon at such meeting (for which purpose those present shall constitute a quorum) and at such resumed meeting those members present shall form a quorum regardless of their number.
Upon the receipt of a requisition signed by not less than 15 (fifteen) members, the Executive Committee shall convene a Special Meeting to consider the matters mentioned in the requisition. Should there be no quorum present at any such meeting it shall be adjourned.

7. Liability of Members and Vesting of Assets

No member of the Guild shall be personally liable for any of the debts or engagements of the Guild and no assets of the Guild shall at any time vest in any member or former member thereof.

8. Funds

Funds will be obtained by means of fees for membership application, membership fees, voluntary contributions, fines, donations and from any other source the Executive Committee may deem fit.
All funds of the Guild shall be applied for the purpose of giving effect to the objectives of the Guild in accordance with (these rules) this Constitution.
Each member shall pay, on or before the 1st March of each year, an annual membership fee as determined by the Executive Committee.
Should a member fail to pay the annual membership fee, and remain in such default for a period in excess of 3 (three) months, he must be notified in writing of such default.
Should a member fail to pay the annual membership fee within 30 (thirty) days of such notice, his membership of the Guild will automatically cease.

9. Voting

Every voting member of the Guild shall have 1 (one) vote. Voting by proxy shall be permitted. In the event of an equality of votes the chairman shall have a casting as well as a deliberative vote.
The majority at any meeting may demand that voting be by ballot.

10. Amendments

The constitution may be amended, altered or added to at any meeting of the Guild specially called for such purpose. Any such alterations or additions shall not be deemed to be passed unless approved by two-thirds of the members present at such meeting, and members voting by proxy.

11. Notices

Notices to members shall be deemed to be properly given if addressed to the address supplied to the Executive Committee by such member.

12. Inspection

Upon receiving a complaint in writing about the standard of workmanship or quality of materials used by a member, the Executive Committee must inform the member of the fact that a complaint has been lodged against him/her.
Should the Executive Committee, after inspecting the knife or knives that gave rise to the complaint as well as any other knives that the Executive Committee may require the member to submit (in order to properly assess the complaint), find that the member is at fault, the member must rectify the problem which gave rise to the complaint in a manner to be determined by the Executive Committee.
The Executive Committee may, after inspecting the knife or knives that gave rise to the complaint, find for or against the member. Should the Executive Committee find that the member is at fault, he/she must rectify the problem which gave rise to the complaint, in a manner to be determined by the Executive Committee.
Should the member fail to comply with the instructions of the Executive Committee, the Executive Committee may take whatever disciplinary action against the member that it deems fit, including suspension or expulsion.

13. Code of Conduct

The Executive Committee may draw up a code of conduct to set ethical standards to which members must conform in their dealings with their customers in the dealings with customers and in their conduct as members of the guild in general.
If a member conducts himself in a manner unbecoming a member of the Guild or if a complaint against a member is lodged with the Guild, the Executive Committee may judge the member’s actions after hearing representations by the member on the complaint (if the member wishes to make representations) and if found not to conform to the code of conduct, may fine, suspend or expel such member. Fines are limited to a maximum of 5 (five) times the annual Guild membership fee.
A member shall at all times maintain a professional attitude towards clients, attempting in all his dealings with them to bring credit to himself, the Guild and knifemaking in general. To this end each member shall, inter alia:
Communicate with his client at such intervals as are necessary to ensure that the client is kept informed of the progress of any orders he has accepted, especially when the proposed delivery time cannot be complied with.
A member shall honour all promises made to clients. In the event that he is not able to do so , the client must be informed in writing.
A member shall not contravene any laws of the country in his dealings with clients.

14. Appeal

A member disciplined under Article 13 b) may appeal to the Guild at the next general meeting. The members may, by a two-thirds majority vote, overrule the Executive Committee’s decision and may expel, fine, suspend or declare the offending member innocent.

15. Associate Membership

There will be a special class of membership to be known as associate membership. Save as provided for in Article 15 b) below, an associate member will not be granted the voting rights of a full member of the Guild, nor will an associate member be eligible to serve on the Executive Committee. Associate members may, however, be co-opted by the Executive Committee to serve on sub-committees. An associate member shall receive notice of all meetings of the Guild and shall be entitled to attend and participate in the meetings.
If approved by unanimous vote at an annual general meeting of the Guild, an associate member may be appointed as a member of the Executive Committee, in which event, the associate member shall have the voting rights of a full member of the Guild as envisaged in Article 9 above for the term of his service on the Executive Committee.
An applicant for associate membership shall apply in writing to the Secretary of the Guild stating his qualification for associate membership together with an application fee in an amount to be determined by the Executive Committee, which amount is not refundable.
The Executive Committee will in its sole discretion decide whether the applicant is to be accepted as an associate member. The Executive Committee shall give the applicant written notice of the acceptance or rejection of his application without stating any reasons for such decision.
Associate membership shall cease upon death, resignation, expulsion or when the associate member loses his qualification for being an associate member.
Only an applicant falling within the ambit of one or more of the following classes of persons may qualify for associate membership:
Artists who by virtue of their craft embellish or adorn the products of knifemakers;
Collectors of handmade knives;
Suppliers of knifemaking materials, tools or machinery to knifemakers.

16. Honorary Membership

There will be a special class of membership to be known as honorary membership. Save as provided for in Article 16 b) below, an honorary member will not be granted the voting rights of a voting member of the Guild, nor will an honorary member be eligible to serve on the Executive Committee. Honorary members may, however, be co-opted by the Executive Committee to serve on sub-committees. An honorary member shall receive notice of all meetings of the Guild and shall be entitled to attend and participate in the meetings.
If approved by unanimous vote at an annual general meeting of the Guild, an honorary member may be appointed as a member of the Executive Committee, in which event, the honorary member shall have the voting rights of a voting member of the Guild as envisaged in Article 9 above for the term of his service on the Executive Committee.
A person who has actively furthered the cause of knifemaking in the interests of the Guild may be nominated by the Executive Committee for honorary membership. Such a person becomes an honorary member if his nomination is approved by the majority of the voting members present at a meeting of the Guild.
Honorary membership shall cease upon death, resignation or expulsion by the majority of the voting members present at a meeting of the Guild.

17. Founding Members

The three founding members of the Guild, PC Grey, ZA de Beer and OD Wood will be honorary members of the Guild but with all the rights and privileges of a voting member of the Guild.
The founding members shall not be obliged to pay the prescribed annual membership fees as envisaged in Article 8 c)