CONSTITUTION OF THE BRAZILLIAN JIU JITSU AND GRAPPLING ASSOCIATION OF SOUTH AFRICA (BJJGASA)

1. THE ASSOCIATION WILL BE KNOWN AS THE BRAZILLIAN JIU JITSU AND GRAPPLING ASSOCIATION OF SOUTH AFRICA

1.1. Its abbreviated name will be BJJGASA.

2. AIMS AND OBJECTIVES

The objectives for which the Association is established are:

2.1. To promote, foster, advance and control the practice of Brazillian Jiu Jitsu and Grappling(hereinafter referred to as “BJJ”) in the Republic of South Africa;
2.2. To provide the opportunity of BJJ to all communities regarding all aspects of BJJ.
2.3. To utilise the revenue and property of the Association from whatever source it may be derived, to further the objectives of the Association and for such other purposes as the Association may from time to time deem necessary or desirable;
2.4. To establish such boards, committees, panels or bodies as may be deemed necessary to standardise, or improve BJJ, or to further the aims and objectives of the Association;
2.5. To purchase, improve, take on lease or in exchange, hire, or otherwise acquire any movable or immovable property or rights or privileges whatsoever which may be deemed necessary, suitable or convenient for the implementation of the aims of the Association, and to sell, let or hire out, or otherwise dispose of the whole or any part of the assets of the Association for such consideration and upon such terms and conditions as the Association may from time to time deem fit;
2.6. To open, close, or operate one or more banking and/or savings accounts and to invest moneys on such terms and conditions as may be deemed expedient with one reputable and registered bank;
2.7. To raise funds or borrow money from time to time in order to further the aims of the Association, to send teams to competitions or tournaments, and/or to acquire or develop its assets on such security or otherwise, or to hypothecate its assets as security and on such terms, as may from time to time be deemed necessary;
2.8. To engage or dispense with the services of such persons, companies or concerns, and upon such terms and conditions, as may be deemed expedient; and
2.9. To do all things as are incidental to or conducive to the attainment of any or all of the above objects;
2.10. To do all things as are incidental to or conducive to the attainment of any or all of the above objects;
2.11. The Association shall not carry on any business that has an objective to the acquisition of gain by the Association or by its members. The Association is not formed for financial profit;
2.12. To commit itself to comply with the following international regulatory federation’s:
2.12.1. United Arab Emirates Jiu Jitsu Federation (“UAEJJF”);
2.12.2. Abhu Dhabi Combat Club (“ADCC”);
2.12.3. International Brazillian Jiu Jitsu Federation (“IBJJF”); and
2.13. To be the only national organisation authorized to represent the UAEJJF, ADCC and IBJJF in South Africa (collectively referred to as “international affiliates”).

3. MEMBERSHIP:

3.1. The members of the Association shall be:
3.1.1. All persons resident in the Republic of South Africa, irrespective of race, gender, religion, colour or creed, who annually affiliate with the Association.
3.1.2. Honorary members, who shall be approved by the Council,
3.1.3. Life members, who shall be approved by the Council,
3.1.4. Such Associate Members as the Council may approve from time to time.
3.1.5. Regional/Provincial Controlling Bodies.
3.2. Any person applying for membership of the Association must comply with the rules and regulations of the Association that are in place from time to time.
3.3. Members of the Association shall fall under the control of the Regional/Provincial Controlling Body governing the applicable Regional/Provincial, and the Club to which such members are registered and affiliated.

4. TERMINATION OF OR SUSPENSION OF MEMBERSHIP

4.1. The Association shall be entitled to suspend or terminate the membership of any member, Club or Regional/Provincial after following the appropriate disciplinary procedure.
4.2. In the event of any membership being terminated or suspended in terms of 4.1 such members, Clubs or Regional/Provincial Controlling Body shall not be entitled to a refund of any money paid over to the Association or the Regional/Provincial Controlling Body.

5. REGIONAL/PROVINCIAL CONTROLLING BODIES

5.1. The Regional/Provincial Controlling Bodies shall be as listed in Appendix A to this Constitution;
5.2. Each Regional/Provincial Controlling Body shall affiliate with the Association every year;
5.3. Each Regional/Provincial Controlling Body shall submit to the Association a copy of its Constitution for approval, and a list of its Committee members and affiliated Clubs, and shall inform the General Secretary of the Association of any change to its Committee members and any proposed amendments to its Constitution. The BJJGASA Council must approve any such amendment to its Constitution. In the event of the Constitution of any Regional/Provincial Controlling Body being in conflict with the Constitution of the Association, the Constitution of the Association shall take precedence;
5.4. The Association may at any time request from any Regional/Provincial Controlling Body a duly audited income and expenditure account and balance sheet, and shall be entitled to inspect and make copies of any books and/or documents of or pertaining to such Body.

6. CLUBS

6.1. A Club is one: –
6.1.1. Which has a minimum of ten (10) active members fully affiliated to the Region/Province;
6.1.2. Whose committee shall consist of members;
6.1.3. Which has as its objective the study, development and practice of BJJ;
6.1.4. Which has a Constitution which is approved by the Regional/Provincial Controlling Body; and
6.1.5. Which has a suitably qualified BJJGASA registered coach.
6.2. The registration of a Club to the Regional/Provincial Body shall be effected annually by:
6.2.1. The approval of its Constitution by the Regional/Provincial Controlling Body;
6.2.2. The payment of an annual prescribed fee to the Association through the Regional/Provincial body; and
6.2.3. Acceptance by the Regional/Provincial Controlling Body.

7. THE COUNCIL:

7.1. The Council shall comprise of: –
7.1.1. The Executive; and
7.1.2. One representative from each Regional/Provincial Controlling Body, duly authorised thereto in writing;
7.2. The powers and duties of the Council shall be: –
7.2.1. The control of the Association;
7.2.2. To appoint or dismiss officials, and to fix their honoraria or emoluments;
7.2.3. To control expenditure;
7.2.4. To make, amend or rescind rules for the regulation of the Association;
7.2.5. To appoint Life Members and Honorary Members;
7.2.6. To regulate the duties of the Technical and other Sub-committees;
7.2.7. To award honours and colours, and to make awards;
7.2.8. To approve membership of Regional/Provincial Controlling Bodies and of any person or member other than an ordinary member;
7.2.9. To pass any resolution or adopt any regulation for the better performance of its functions provided that any such resolution or regulation shall not be in direct conflict with this Constitution;
7.2.10. To co-opt in order to assist it in regard to any matter, any person, whether or not such person is a member of the Association. Any such person shall be entitled to participate in any such meetings and to have any such rights of a Council member, as the Council may prescribe, save that he/she shall not be entitled to vote at Meetings of the Council; and to appoint such subcommittees as it sees fit.
7.2.11. To set the fee at the AGM for the affiliation of the Regional/Provincial Controlling Bodies; and
7.2.12. To organize international championships, national championships and trials and to ensure that only the Association can award the title of National Champion for BJJ in South Africa; and
7.3. The Council shall meet at least three times within any particular calendar year.

8. THE EXECUTIVE

8.1. The Executive shall comprise: –
8.1.1. President;
8.1.2. Treasurer;
8.1.3. General Secretary;
8.1.4. First Vice-President;
8.1.5. Second Vice-President;
8.1.6. Development Director;
8.1.7. Coaching and Education Director;
8.1.8. High Performance Director;
8.1.9. Sports Director;
8.1.10. Referee Director; and
8.1.11. Marketing Director.
8.2. The Executive members will select their own commissions, which will be authorised by the Council at the following meeting after the election.
8.3. The Executive shall be elected or re-elected every 4 years at a General Meeting of the Association from nominations submitted by the Regional/Provincial Controlling Bodies, which nominations shall be in writing and shall be circulated with the notice of the AGM by the Secretary. Any party thus nominated shall either be present at the annual General Meeting or furnish his/her written consent, which must reach the General Secretary of the Association at or before the said Annual General Meeting.
8.4. In the event of any of the members of the Executive vacating their office during any year, the remaining Executive members shall appoint a substitute until the next Council meeting. Notice must be circulated to all Regional/Provincial Controlling Bodies so that at the Council meeting, a substitute can be formally ratified by the Council to occupy that office until the next Annual General Meeting.
8.5. Term of office of the President:
8.5.1. The President’s term of office begins on assuming office and ends upon a vacancy occurring or when the person next elected President assumes office.
8.5.2. No person may hold office as President for more than two terms, but when a person is elected to fill a vacancy in the office of President, the period between that election and the next election of a President is not recognised as a term.
8.6. The powers and duties of the Executive shall be:
8.6.1. To give effect to all directions and instructions of the Council;
8.6.2. The management of the business of the Association;
8.6.3. To deal with any urgent matter requiring attention. Any such action by the Executive shall be accounted for to the Council for its approval at the next Council meeting;
8.6.4. To institute, defend, bring, carry on, compromise, discontinue, or refer to arbitration any proceedings, actions or claims in the name of the Association, or in relation to any matter affecting the interests of the Association;
8.6.5. To open and to operate such banking and savings accounts or any other accounts with such bank, as may be determined, and to draw, make, sign, accept, endorse, discount and issue bills of exchange, promissory notes, cheques and other negotiable or transferable instruments;
8.6.6. To organise as it may deem fit, and to control, suitable championships, grading and trials;
8.6.7. To arbitrate and resolve Inter-Regional and Provincial and Intra-Regional and Provincial disputes;
8.6.8. To hear appeals against findings or actions of the Disciplinary Committee
8.6.9. To hear appeals against decisions of Regional/Provincial Controlling Bodies and the Technical and other Sub-committees.
8.6.10. To deal with the affiliation of members of the Association.
8.6.11. To ensure that the Association advise the international affiliates above respective General Secretaries, annually, of:
8.6.11.1. the total number of BJJGASA members for the year in question;
8.6.11.2. the total number of Regional Controlling Bodies registered for the year in question;
8.6.11.3. the total number of Black Belts who are registered members for the year in question;
8.6.11.4. all, if any, amendments to the Constitution during the year in question; and
8.6.11.5. any change of Executive Members during the year in question.
8.7. The President shall represent the Association at all times at national and international engagements. In the event that the President is not available, in consultation with the Executive a delegate will be appointed to attend national and International Congresses/meetings

9. SUB-COMMITTEE MEMBERS AND CO-ORDINATORS

9.1. The following Sub-Committee members and Co-ordinators will be selected by the respective Executive members :
9.1.1. Treasurer
9.1.2. Vice-Presidents – Administration
9.1.3. Coaching & Education (Co-ordinator Grading with own commission, Coordinator Coaching and Education with own commission)
9.1.4. High Performance Director (International Coach with Assistant, Co-ordinatorSelection with own commission, National Manager with own commission)
9.1.5. Sports Director (Representative Working Committee, Representative Technical Officials, Representative – IT Specialist)
9.1.6. Referee Director (Referee Commission)
9.2. The Executive will have regular meetings with their committee members/co-ordinators
9.3. The Sub-Committee members and Co-ordinators will be represented by the respective Executive at the Council meetings.

10. NOTICE OF MEETINGS

10.1. The Annual General Meeting of the Association shall be convened by the General Secretary who shall give no less than thirty (30) days notice prior to the Meeting to all persons entitled thereto. Documentation that is required to be distributed with the notice are, Agenda, Minutes of the Previous Meeting, and any special meetings, President’s Report, Audited Financial Reports and Financial Statements, Proposed Amendments to the Constitution, Nominations, Points of Discussion, etc.
10.2. The General Secretary, who shall give not less than fourteen (14) days notice prior to the quarterly council, or other meeting, to all members of the Council, and shall convene meetings of the Council.
10.3. The notices given by the General Secretary shall be in writing and shall set forth the items to be discussed.
10.4. The President, subject to the provisions of Clause 12.1, may call an extraordinary Meeting of the Association or the Council at any time.
10.5. The President shall convene an extraordinary Meeting of the Council within ten (10) days of receipt of a written petition, signed by not fewer than twenty percent (20%) of the Members of the Council, calling upon him to do so and stating the nature of the business to be discussed.
10.6. At least forty eight (48) hours notice shall be given for an extraordinary Meeting of Council.
10.7. The Council may, whenever it deems fit, call a Special General Meeting. The General Secretary who shall set forth fully the objects of the Meeting, and shall give not less than thirty (30) days notice prior to the Meeting to all persons entitled thereto shall convene the Meeting. Representation and voting powers at such a Meeting shall be the same as at an Annual General Meeting.
10.8. An annual general meeting must be held every year by the 30th of June to ratify all financial matters for the previous financial year that ended on the 31st March. A general meeting may follow this meeting.
10.8.1. Council will approve audited statements at this meeting.
10.8.2. The Treasurer must circulate audited financial statements at least 30 days prior to the meeting.

11. VOTING

11.1. All decisions made at any Meeting, except where otherwise provided, shall be made by show of hands, unless at least three of those present and entitled to vote demand that a secret ballot be taken, in which case the vote shall be taken by way of secret ballot. When voting concerns a person it will always be by secret ballot.
11.2. The vote of the majority shall be decisive except for issues concerning the amendment of the Constitution and dissolution of the Association. The latter two issues shall require a 2/3 (two thirds) majority of votes in order to be decisive. In the case of an equality of votes at a Meeting, the President shall have a casting vote. Should the President not wish to use his casting vote provision must be made to allow him some discretion. A toss of a coin will then determine the vote.
11.3. If there are 3 (three) or more nominations for a position, voting will take place, elimination will be done and again voting will take place UNLESS there is a 2/3 majority
11.4. Apart from the Executive, no person shall vote by Proxy. If an Executive member is unable to attend, they may authorise the President or, in his absence, a Vice-President, to vote on his behalf. Such person should be replaced the President or Vice-President, as the case may be and shall be entitled to vote solely on such decisions and in such manner as is clearly set out in writing by the applicable Executive member on whose behalf he has been authorised to attend and vote in addition to his ordinary vote. Only points on the agenda can be voted on. Other points can be discussed but not voted on as the delegates have a mandate to follow.
11.5. Only members who are duly registered shall be entitled to attend any Meeting or vote at such Meeting. Proof of membership by such members must be furnished, if the Council so requires.
11.6. Port Folio Managers will vote on issues relating to their own portfolio.

12. CONDUCT OF MEETINGS

12.1. The President shall preside at all meetings. In the absence of the President, the Vice- President shall preside. In the absence of both the President and the Vice-President, the members shall elect a Chairman to preside.
12.2. The General Secretary shall keep minutes, which shall constitute a proper record of all proceedings and discussions of such Meetings, and such minutes shall be available at every subsequent Meeting. In the absence of General Secretary, the Council shall elect a scribe to keep minutes of the Meeting.

13. ANNUAL GENERAL MEETING (AGM)

13.1. One delegate shall represent members from each Provincial/Regional Body, duly authorised thereby in writing, which authority shall be lodged with the General Secretary before the beginning of such Meeting.
13.2. The said delegate shall constitute the total voting power of such Annual General Meeting, excepting only that, where there is an equality of votes, the President shall have the casting vote.
13.3. An annual general meeting must be held every year within 3 months after closure of the financial year to ratify all financial matters for the previous financial year that ended on the 31st March. A general meeting may follow this meeting.
13.4. Nominations to be forwarded to the General Secretary 14 (fourteen) days prior to the meeting
13.5. The Association will deal with the following issues amongst others at its AGM.
13.5.1. Points on the agenda only,
13.5.2. Compile an attendance list and confirm apologies for those unable to attend.
13.5.3. Read and confirm the minutes of the previous meeting with matters arising.
13.5.4. President’s report (which will also deal with any information conventionally found in a “General Secretary’s” report);
13.5.5. Treasurer’s report, including a report on the annual budget and a forecast budget for the next financial year;
13.5.6. Technical Director’s report
13.5.7. Amendments to the constitution.

14. QUORUM

14.1. A quorum for any Meeting other than the AGM will be:
14.1.1. The Council shall be fifty percent (50%) plus one (1) delegate present and entitled to vote;
14.1.2. The Council shall be constituted as per 7.1.
14.1.3. Quorum at AGM will be 66% of the Regional/Provincial Controlling Bodies to JSA is entitled to vote.
14.1.4. In the event of a quorum not being present at any Meeting, such Meeting shall stand adjourned to a week later at the same time and place, and such persons as are then in attendance and are entitled to vote shall be deemed to form a quorum.

15. FINANCE

15.1. The financial year shall be from 1 April to 31 March.
15.2. The Treasurer shall:
15.2.1. Keep a true and correct record and account in the proper books;
15.2.2. Deposit to the credit of the Association in an approved bank or building society account all moneys received;
15.2.3. Annually submit to the Association an Income and Expenditure Account and Balance Sheet duly audited by the appointed registered auditor; at the annual general meeting to be held within 3 months after the financial year ended;
15.2.4. Report to the Council in regard to the finances of the Association at the Council meetings. Should the Treasurer not be able to attend a specific council meeting then the Treasurer will submit the report as stipulated at such meeting;
15.2.5. Hold such amount of petty cash as is authorised by the Council from time to time; and
15.2.6. Deposit all moneys received by the Association within a reasonable time as agreed upon by the Executive.
15.3. All cheques, electronic transfers or withdrawals from the Association’s bank account(s) shall require the joint signatures of any two of the signatories duly authorised to transact on the bank account concerned.
15.4. The Association will keep a record of everything it owns.
15.5. The Association may pay for work that a member or office bearer has done for the Association. The payment must be a reasonable amount for the work that has been done as agreed by Council from time to time.
15.6. A member of the Association will be reimbursed by the Association for expenses that he/she has borne after approval on behalf of the Association.
15.7. Fiduciary duties of Council members:
15.7.1. A member of the Council may not:
15.7.1.1. use the position or privileges of, or confidential information obtained as a member of Council, for personal gain or to improperly benefit another person.
15.7.2. A member of Council must:
15.7.2.1. disclose to the Council any direct or indirect personal or private business interest that he or she or any spouse, partner or close family member may have in any matter before the Council; and
15.7.2.2. withdraw from the proceedings of the Council when that matter is considered, unless the Council decides that the member’s direct or indirect in the matter is trivial or irrelevant;
15.8. Should the international affiliates provide the Association with any funds, the Association will be obliged to report and justify the use of such funds to the international affiliates in accordance with such conditions as the international affiliates might impose in their sole discretion;
15.9. Upon request, the Association shall punctually, in order to ensure financial transparency, present all requested financial records to the international affiliates or the Government body in charge of sport in South Africa.

16. LEGAL PROCEEDINGS

16.1. The Association may sue or be sued in its own name in any court of competent jurisdiction and shall be represented by the President or duly nominated and approved person or legal advisor upon whom all processes shall be served, and who is duly authorised to sign all documents on behalf of the Association.

17. LIABILITY OF MEMBERS

17.1. The liability of any member of the Association shall be limited to the extent to which such member’s fees are outstanding.

18. INDEMNITY OF OFFICIALS

18.1. Officials and members of the Executive and Council of the Association shall be indemnified by the Association against all liability incurred by them in the course of their duties, save such as they may incur through their own neglect or default.

19. USE OF THE ASSOCIATION’S NAME

19.1. The use of the name of the Association by any member or person whatsoever in any manner, which may involve the Association in any possible unpleasant or contentious matter, is strictly prohibited.

20. INTERPRETATION OF RULES

20.1. Should any doubt arise or exist as to the interpretation of any portion of this Constitution, or the Rules and Regulations or the Contest Rules of the Association, the interpretation placed thereon by the Council shall be final and binding.

21. AMENDMENTS TO THE CONSTITUTION

21.1. The Constitution may be amended, altered or added to at any Annual General Meeting, or at any Special General Meeting convened for that purpose.
21.2. Any such alterations or additions shall not be deemed to be passed unless approved by at least two-thirds (66.6%) of the delegates present and duly entitled and authorised to vote.
21.3. Any proposed amendment, alteration or addition to this Constitution must be fully set out in the notice calling for the Meeting.
21.4. Policy documents, Rules and regulations, can be updated/ amended at any Council meeting provided the proposed changes are circulated at least two weeks before the said meeting. These will be ratified at the AGM.

22. UNETHICAL CONDUCT

It shall be regarded as unethical conduct by any member or members, and shall be subject to such disciplinary action as the Disciplinary Committee deems fit, if such member or members should: –
22.1. Compete in BJJ in public without the permission of the Council, except at a display, tournament or meeting recognised by the Association or promoted by a Regional/Provincial Controlling Body or a registered Club;
22.2. Appear(s) to officiate or compete or attempt to do so, in any display, tournament or meeting of the Association or of a Regional/Provincial Controlling Body or of a registered Club while under the influence of alcohol;
22.3. Contravene to a serious degree any of the Rules or Regulations of the Association or the Contest Rules;
22.4. Falsely obtain or attempt to obtain, and without true claim of right, grades or recognition by the Association for any achievement or deed by such member or members;
22.5. Behave in such a manner as to be detrimental to the recognised principles of BJJ;
22.6. Otherwise contravene the terms of this Constitution or the Rules; or
22.7. Refuse to obey the lawful instruction(s) of the Association.

23. ANTI-DOPING

23.1. All members of BJJGASA shall, by their affiliation to BJJGASA, consent to abide by the World Anti-Doping Agency (WADA), as well as the Anti-Doping Policies of the international affiliates.

24. DISCIPLINARY COMMITTEE

24.1. All complaints with a disciplinary nature, must be lodged with the President of the Association, through the Province/Region concerned;
24.2. If the President, in his sole discretion, decides that the complaint merits investigation by a Disciplinary Committee, he will refer it to the Vice-President for further action;
24.3. The Vice-President shall convene a Disciplinary Committee which, in turn, shall deal with all instances of unethical- and other punishable conduct and shall consist of the following members :
24.3.1. The Vice-President of the Association, who will chair the proceedings;
24.3.2. The General Secretary, who shall keep a proper record of all proceedings;
24.3.3. Three persons(other than members of the Association’s Executive), each from a different Regional/Provincial Controlling Body appointed by the Vice-President;
24.3.4. The relevant National Co-ordinator; and
24.3.5. The Chairperson of the Province/Region involved
24.4. Disciplinary procedures shall be conducted in accordance with the international affiliates’ Disciplinary Codes serving as guidelines.

25. APPEALS

25.1. The Executive shall hear any appeal against the finding or action of the Disciplinary Committee.

26. DISSOLUTION

26.1. Except by order of court, the Association shall only be dissolved at a General Meeting of the Association by means of a 2/3 (two thirds) majority vote in favour of such dissolution.

27. HEADQUARTERS

27.1. The headquarters of the Association shall be where the President resides.

APPENDIX A

PROVINCIAL- AND REGIONAL CONTROLLING BODIES
OF THE ASSOCIATION

The Provincial Controlling Bodies and the Regional Controlling Bodies forming part of each Provincial Controlling Body are as follows:

1. Western Cape Provincial Controlling Body
—
2. Eastern Cape Provincial Controlling Body
—
3. Gauteng Provincial Controlling Body
—
4. Kwa- Zulu Natal Provincial Controlling Body