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CHESS SOUTH AFRICA

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CHESS SOUTH AFRICA

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									                              CHESS SOUTH AFRICA
                                      CONSTITUTION

1.     NAME

       1.1.        The name of the Association is and shall be:

                   CHESS SOUTH AFRICA.

       1.2.        The abbreviated name of the Association is and shall be:
                   CHESSA.

2.     STATUS

       2.1.        CHESSA is a voluntary association of members joined
                   together in the pursuit of its main objects as described herein.

       2.2.        CHESSA is a separate juristic entity capable of suing and
                   being sued in its own right and name and shall have existence
                   independent of its members and office bearers with perpetual
                   succession and with the capacity to acquire rights and incur
                   obligations and hold assets in its own name and distinct from
                   that of its members.

3.     INTERPRETATION

       3.1.        In this Constitution, unless the context requires otherwise, the
                   following words shall have the following meanings:

                   3.1.1.           Chess:    The game or sport of chess, whether
                                              played     in        the    presence    of   the
                                              opponent             or       by      way     of
                                              correspondence or by means of the
                                              Internet        or         computer    software
                                              programs or otherwise.




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                                              2

                   3.1.2.           Chess Union:       A     regional    chess      body
                                                       established in a province or
                                                       part of a province for the
                                                       purpose of organising and co-
                                                       ordinating chess activities in
                                                       that region.

                   3.1.3.           FIDE:         The World Chess Federation known
                                                  as Fédération Internationale des
                                                  Échecs,      being    the    supreme
                                                  controlling body of chess at global
                                                  and continental levels.

                   3.1.4.           Province:     One of the nine geographical areas
                                                  as identified in section 103 of the
                                                  Constitution of the Republic of South
                                                  Africa, 1996.




                  3.1.5. Provincial Chess Body:             A body consisting of more
                                                            than one chess union within
                                                            a Province associated with
                                                            each other for the special
                                                            and specific purpose of
                                                            liaison and communication
                                                            with the sporting codes of
                                                            that   Province   and    the
                                                            Department of Sport for that
                                                            Province.




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                                              3




                   3.1.6.           SASCOC:       The     South     African    Sports
                                                  Confederation     and       Olympic
                                                  Committee, being the controlling
                                                  body for high performance sport in
                                                  South Africa.

                   3.1.7.           South Africa:       The Republic of South Africa
                                                        unless otherwise stated and
                                                        the abbreviations “SA” and
                                                        “RSA” shall have the same
                                                        meaning.

       3.2.        Unless the context otherwise requires, any words importing
                   the singular number only shall include the plural number and
                   vice versa, and words importing any one gender shall include
                   the other gender.

4.     MAIN BUSINESS

       4.1.        The main business of CHESSA is to act as the controlling
                   body of chess in South Africa.

       4.2.        CHESSA holds membership of FIDE as the recognised and
                   only controlling body for chess in South Africa and shall
                   control and enforce the playing rules of FIDE for chess in
                   South Africa.

       4.3.        No member shall establish or maintain contact with FIDE or
                   any other international chess body without the knowledge and
                   approval of CHESSA.




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                                                4

       4.4.        CHESSA shall maintain membership of SASCOC and any
                   other bodies established by Government or sporting codes to
                   govern sport in South Africa.

       4.5.        CHESSA may affiliate with any other body or sporting code
                   with similar aims with a view to enhancing the interests and
                   status of chess within South Africa.




5.     MAIN OBJECTS

       The main objects of CHESSA shall be:

       5.1.        To coordinate, administer and promote chess as a sport,
                   recreational and educational activity in South Africa and foster
                   a spirit of healthy competition among players of all races,
                   gender and ages.

       5.2.        To coordinate, administer and promote chess in a non-
                   discriminatory and democratic way, providing equal rights and
                   opportunities to all chess players, administrators, managers,
                   arbiters, coaches and tournament directors throughout South
                   Africa.

       5.3.        To represent its members and to promote and advance the
                   interests of its members.

       5.4.        To create, build and maintain communities of chess players
                   throughout South Africa and to encourage the active
                   involvement        of      volunteers   in   the   administration   and
                   management of chess.




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                                              5

       5.5.        To cooperate with other chess organisations, on a local,
                   regional, provincial, national and international level.

       5.6.        To increase the number of chess unions and individuals
                   registered with CHESSA, particularly among schools and
                   previously disadvantaged communities.

       5.7.        To encourage the appointment of coaches in schools and on
                   private and public levels in South Africa.

       5.8.        To assist at all levels with the organisation and administration
                   of chess.

       5.9.        To facilitate the involvement of South African players and
                   teams in international tournaments and championships and to
                   promote the achievement of FIDE titles of which the
                   grandmaster title is the most prestigious.

       5.10.       To select players to represent South Africa in international
                   competition and decide upon the nature, award and protection
                   of national and other colours.

       5.11.       To develop South Africa as the foremost chess-playing nation
                   in Africa.

       5.12.       To organise or facilitate national championships for senior,
                   junior and women players;

       5.13.       To establish and maintain a national rating bureau, to develop
                   a national rating system and to have all tournaments rated.




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                                              6

       5.14.       To approve venues and facilities for national and international
                   events which are administered under the auspices of
                   CHESSA and FIDE.

       5.15.       To keep an up-to-date national database of all chess players
                   in South Africa, whether they are individually registered with
                   CHESSA or not.

       5.16.       To actively market the sport of chess in South Africa and to
                   increase the awareness of the public of chess as a social,
                   recreational and educational activity.

       5.17.       To further chess education in South Africa and to make funds
                   available for chess literature and chess studies.

       5.18.       To hear and decide appeals against the decisions of its
                   members and to resolve disputes between any-one involved
                   in chess in South Africa.

6.     MEMBERSHIP

       6.1.        Membership of CHESSA shall consist of and be limited to
                   chess unions and provincial chess bodies who become
                   members upon:

                        6.1.1.      approval by the National Council       of an
                                    application for membership;

                        6.1.2.      adoption of a constitution acceptable to the
                                    National Council;

                        6.1.3.      proof of the democratic election of its office
                                    bearers; and




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                                              7

                        6.1.4.      in the case of chess unions, proof of the number
                                    of active chess-playing individuals residing within
                                    the region of the chess union.

       6.2.        The National Council may determine from time to time the
                   requirements for a successful application for membership,
                   including but not limited to requiring a minimum number of
                   active chess-playing individuals within the region of the chess
                   union.

       6.3.        Approval of applications for membership is further dependent
                   upon the chess union concerned being viable, having
                   sufficient resolve for development and being able to contribute
                   in a responsible manner to the expansion of chess in South
                   Africa, with its office bearers being individually registered with
                   CHESSA.         In the event of the Executive Board deciding that
                   there is not sufficient evidence of the aforegoing in the case of
                   a chess union applying for membership, the Executive Board
                   may require that the activities of the chess union concerned
                   be evaluated during a fixed period not exceeding 12 months
                   and during this period of evaluation the application for
                   membership may not be considered for approval by the
                   National Council.

       6.4.        The National Council shall fix the fees payable by chess union
                   members from time to time.

       6.5.        The rights and obligations of a chess union member shall not
                   be transferable and every chess union member shall be jointly
                   liable with all the other chess union members for all
                   expenditure incurred in connection with CHESSA, insofar as




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                   third parties are concerned, provided that such liability shall be
                   limited to the fees due by the chess union member and any
                   special levy prescribed by the National Council, from time to
                   time.

       6.6.        A chess union member that fails to pay the required fees, or
                   refuses to comply with the decisions of the National Council,
                   or fails to meet the minimum requirements for active chess-
                   playing individuals within its region, may be suspended from
                   membership and lose its accompanying privileges until the
                   situation is regularised to the satisfaction of the National
                   Council.

       6.7.        In addition, the following minimum requirements have to be
                   met in order to retain the status and benefits of a chess union
                   member:

                 6.7.1 Annual application for renewal of CHESSA membership,
                           accompanied by payment of the prescribed fee before
                           31 March of each year;

                 6.7.2 Proof of chess union membership and support as at 31
                           December of the previous year;

                 6.7.3 Statement of assets & liabilities and income & expenses
                           statement (unaudited);

                 6.7.4 Adoption of its own Rules & Procedures to be approved
                           by the Executive Board and ratified by the National
                           Council; and




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                                              9

                 6.7.5 Proof of the democratic election or re-election of its office
                          bearers.

       6.8.        The National Council shall be entitled to terminate the
                   membership of a chess union member in the event that the
                   National Council has resolved to do so by a two-third majority
                   of its members, excluding the representatives of the chess
                   union member concerned. The representatives of the chess
                   union member concerned shall be entitled to make full
                   representations to the National Council prior to the voting on
                   the resolution.

7.     ASSOCIATED MEMBERSHIP

       (Deleted)

8.     REGISTRATION OF PLAYERS AND OTHER INDIVIDUALS

       8.1.        Chess players, and other individuals interested in obtaining
                   registration with CHESSA, shall register by completing,
                   signing and submitting the prescribed registration form without
                   the need to pay a registration fee.

       8.2.        Registration may be sought as one or more of the following:
                   player (CP), arbiter (CA), coach / trainer / instructor (CI),
                   manager / administrator (CM) or chess friend / worker (CF).

       8.3.        In the registration form the player or other individual shall
                   agree to adhere to the Code of Conduct for players and other
                   individuals, including the prescribed disciplinary procedure, as
                   well as the policy, rules and procedures prescribed by
                   CHESSA from time to time.




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       8.4.        Upon registration by the CHESSA registration officer, the
                   player or other individual will remain a CHESSA registered
                   individual, without the need for re-registration periodically, until
                   the registration status is terminated by expulsion, resignation
                   or the death of the individual concerned.

       8.5.        A registered player will be allowed to play in regional and
                   national team championship events for the chess union as
                   indicated on his or her registration form, or in the case of a
                   change, as indicated on the CHESSA database of registered
                   players and other individuals.

9.     THE NATIONAL COUNCIL

       9.1.        Supreme governing body

                        9.1.1.      Management and control of CHESSA is vested in
                                    the National Council which is the supreme
                                    governing body and highest decision-making
                                    authority of CHESSA.

                        9.1.2.      The National Council may delegate its powers
                                    and functions to officials of CHESSA or to any
                                    commission or any technical committee or other
                                    committee appointed by it or by the Executive
                                    Board to meet its aims and objects.

                        9.1.3.      Between meetings of the National Council, the
                                    Executive Board shall act on behalf of the
                                    National Council.    In so doing, the Executive
                                    Board shall not be permitted to take decisions




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                                               11

                                    which are contrary to the policies of the National
                                    Council.

       9.2.        Composition of the National Council

                   The National Council shall consist of -

                        9.2.1.      members of the Executive Board;

                        9.2.2.      the nominated representative for each chess
                                    union member;

                        9.2.3.      the nominated representative for each provincial
                                    chess body member.

       9.3.        Each chess union member and each provincial chess body
                   member shall nominate one natural person to represent it at
                   any ordinary or special meeting of the National Council who,
                   unless special circumstances dictate otherwise, should be a
                   member of the executive of that chess union member or
                   provincial chess body member, there further being no
                   restriction to different individuals representing the same chess
                   union member or provincial chess body member at different
                   meetings.

       9.4.        Chess union and provincial chess body members shall give
                   written notice to the General Secretary of CHESSA of the
                   name of its representative at any ordinary or special meeting
                   of the National Council no later than 3 days ahead of the date
                   of such meeting.




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       9.5.        At the commencement of the meeting of the National Council
                   concerned, each nominated representative referred to in 9.3
                   above shall hand to the General Secretary of CHESSA the
                   original of his or her written nomination signed by no less than
                   two members of the executive of the chess union member or
                   provincial chess body member concerned and with the names
                   and telephone numbers of the executive members appearing
                   on the nomination.

       9.6.        In the absence of a written nomination submitted according to
                   the provisions of 9.3, 9.4 and 9.5 above, any representative of
                   the chess union member or provincial chess body member
                   concerned may attend the meeting but, in the case of such
                   chess union member, will have no right to vote for or against
                   any resolution unless the National Council first ratifies the
                   absence of prior notice as required in 9.4 above and/or the
                   absence of a duly executed written nomination at the
                   commencement of the meeting as required in 9.5 above.




10.    FUNCTIONS AND POWERS OF THE NATIONAL COUNCIL

       10.1.       Subject to the express provisions of this Constitution and its
                   policy, rules and procedures in force from time to time, the
                   National Council shall have full powers in the management
                   and direction of the business affairs of CHESSA and, save as
                   may be expressly provided in this Constitution, may exercise
                   all such powers of CHESSA and do all such acts on behalf of
                   CHESSA, as may be exercised and done by CHESSA itself.




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       10.2.       Without limiting the generality of the above, the National
                   Council shall have the following specific functions and powers:

                        10.2.1. To determine the policy of CHESSA for the
                                    execution of which the Executive Board shall be
                                    responsible;

                        10.2.2. To        ratify   the   rules   and    procedures    as
                                    contemplated in Article 16 hereunder;

                        10.2.3. To fix conditions and fees for membership of
                                    CHESSA and to establish criteria for the
                                    classification of players as junior, adult or senior,
                                    as required by FIDE;

                        10.2.4. To consider and approve or reject applications
                                    for membership of CHESSA and to deal with the
                                    conduct of members and registered individuals at
                                    all levels, including expulsion from membership
                                    and cancellation of registration;

                        10.2.5. To appoint a delegate to the general assembly of
                                    FIDE, this delegate to hold registration with
                                    CHESSA, but need not necessarily be an office
                                    bearer of CHESSA or one of its chess union or
                                    provincial chess body members.         The term of
                                    appointment shall be two years.

                        10.2.6. To elect at the second meeting of each odd-
                                    numbered year, the President of CHESSA and
                                    the Executive Board as set out in Article 13
                                    hereunder.




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       10.3.       Without limiting the generality of the above, the National
                   Council is empowered on behalf of CHESSA:

                        10.3.1. To purchase, lease, exchange, hire or otherwise
                                    acquire any movable and/or immovable property,
                                    which may be deemed necessary or convenient
                                    for any of the purposes of CHESSA;

                        10.3.2. To employ such staff and/or agents and/or
                                    consultants as may be required from time to time
                                    on such terms as it may determine, and to
                                    remunerate such persons and/or entities by way
                                    of cash and/or otherwise as the National Council
                                    may deem fit;

                        10.3.3. To solicit and accept donations, bequests,
                                    contributions and subscriptions for the funds of
                                    CHESSA from within as well as outside the
                                    borders of the Republic of South Africa;

                        10.3.4. To improve, manage, develop, exchange, let or
                                    lease, mortgage, sell, dispose of, or otherwise
                                    deal with all or any part of the property and rights
                                    of CHESSA;

                        10.3.5. To invest the monies and assets of CHESSA not
                                    immediately required with a registered financial
                                    institution as defined in the Financial Services
                                    Board Act, 1990;

                        10.3.6. To borrow or raise money in such manner as
                                    CHESSA shall deem fit and in particular to




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                                                15

                                    secure       the   repayment    of    any    money   so
                                    borrowed, by means of pledge, charge or lien
                                    upon the whole or any part of CHESSA’s
                                    property or assets;

                        10.3.7. To operate banking accounts and to draw,
                                    accept, endorse and discount cheques, as well
                                    as        other    negotiable     documents      and/or
                                    instruments;

                        10.3.8. To enter into any arrangements with any State
                                    Authority or other Authority or any corporation,
                                    company, society, organisation, entity or person
                                    that may be conducive to the objects of
                                    CHESSA;

                        10.3.9. To pay all or any expenses incurred in
                                    connection with the promotion and functioning of
                                    CHESSA;

                        10.3.10. To promote any other trust, company or concern,
                                    for the purpose of acquiring all or any of the
                                    property and/or undertaking any of the liabilities
                                    of CHESSA;

                        10.3.11. To       associate      with   any      other   foundation,
                                    institution, society or trust having the same or
                                    similar objects to those of CHESSA;

                        10.3.12. To purchase or otherwise acquire and undertake
                                    all or any part of the property, assets, liabilities
                                    and engagements of any one or more of the




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                                               16

                                    associations, institutions, societies, or trusts with
                                    which CHESSA is authorised to amalgamate;

                        10.3.13. To transfer the property, assets, liabilities and
                                    rights and obligations of CHESSA or any of
                                    them, to and in favour of any one or more of the
                                    companies, institutions, societies of associations
                                    with      which   CHESSA         is     authorised    to
                                    amalgamate;

                        10.3.14. To ensure and protect the interests and property
                                    of CHESSA and by obtaining the necessary
                                    insurance policies from a registered insurance
                                    company;

                        10.3.15. To charge special levies or fees to chess union
                                    members and associate members;

                        10.3.16. To institute proceedings in any competent Court
                                    or     Tribunal   and   employ        attorneys   and/or
                                    advocates to institute or defend any proceedings
                                    by or against CHESSA and to sign all documents
                                    for and on behalf of CHESSA to enable it to
                                    conduct legal proceedings;

                        10.3.17. To finance litigation and other legal costs, either
                                    in the name of CHESSA or in the name of one or
                                    more of the chess union members and/or affiliate
                                    members;

                        10.3.18. To do all such things as may be deemed
                                    incidental or conducive to the attainment of the




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                                              17

                                    above objectives or any of them, provided that
                                    CHESSA shall not carry on any business,
                                    including inter alia, ordinary trading operations in
                                    the commercial sense, speculative transactions,
                                    dividend-stripping activities, as well as the letting
                                    of properties on a systematic or regular basis.

       10.4.       Notwithstanding anything herein contained, it is recorded that:

                        10.4.1. CHESSA’s            income   and   property    are    not
                                    distributable to its chess union members or
                                    provincial chess body members or office bearers
                                    except as reasonable compensation for services
                                    rendered or upon dissolution in terms of this
                                    Constitution;

                        10.4.2. chess union members or provincial chess body
                                    members or office bearers have no rights in the
                                    property or other assets of CHESSA solely by
                                    virtue of their being members or office bearers;

                        10.4.3. CHESSA is a non-profit organisation and will not
                                    carry on any business, undertaking or trading
                                    activity, save to the extent permitted in terms of
                                    section 30 of the Income Tax Act, 1962;

                        10.4.4. CHESSA shall not have any authority to contract
                                    on behalf of any chess union member or
                                    provincial chess body member or to bind the
                                    credit of any chess union member or provincial
                                    chess body member;




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                        10.4.5. CHESSA’s           financial   transactions   shall   be
                                    conducted by means of a banking account or
                                    banking accounts opened and maintained at the
                                    direction of the National Council.




11.    MEETINGS OF THE NATIONAL COUNCIL

       11.1.       Ordinary meetings

                        11.1.1. The National Council shall hold at least two
                                    ordinary meetings in each calendar year.

                        11.1.2. The first ordinary meeting of each year shall be
                                    held by no later than 30 April of that year.

       11.2.       Special meetings

                        11.2.1. A special meeting of the National Council shall
                                    be held when requested by:

                              (a) at least one-half of the chess union and provincial
                                   chess body members; or

                              (b) at least five members of the Executive Board.

                        11.2.2. The reasons for the special meeting shall
                                    accompany the request.

                        11.2.3. Special meetings shall take place within 35 days
                                    of the date on which the request reaches the
                                    General Secretary.




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       11.3.       The dates and venues of meetings of the National Council
                   shall be fixed by the Executive Board.            Chess union and
                   provincial chess body members shall be given 30 days’ notice
                   of both ordinary and special meetings.

       11.4.       Except when the National Council decides otherwise, as in the
                   case of motions to amend the Constitution whereby a two-
                   thirds majority is required, a simply majority vote shall be
                   adequate to carry a motion.

       11.5.       Every player or other individual registered with CHESSA,
                   including members of chess union and provincial chess body
                   members other than the nominated representatives as well as
                   members of commissions, shall be allowed to attend meetings
                   of the National Council as observers and may speak with the
                   approval of the chairperson, which approval shall be sought at
                   the commencement of the meeting.

       11.6.       Quorum at meetings of the National Council

                   A meeting of the National Council shall be quorate if:

                        11.6.1. at least one-half of the individuals referred to in
                                    9.2 above are present; or

                        11.6.2. if a meeting of the National Council             of which
                                    proper notice has been given is inquorate, the
                                    meeting may still be held, but all decisions taken
                                    at   such      inquorate   meeting   shall    require
                                    confirmation according to the procedure set out
                                    in Article 11.8 below.




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       11.7.       Voting on the National Council

                        11.7.1. Only chess union members, represented at the
                                    National Council meeting by their nominated
                                    representatives or by valid proxy, may vote on
                                    any matter to be decided by National Council by
                                    voting.

                        11.7.2. Members             of     the        Executive     Board     and
                                    representatives            of     provincial   chess    body
                                    members shall not have a vote, except in the
                                    event of a deadlock, in which case the President
                                    of CHESSA, or in his or her absence, the
                                    chairperson of the particular meeting of the
                                    National Council, shall have a casting vote.

                        11.7.3. Each chess union member shall have one vote.

                        11.7.4. Proxies for absent chess union members shall be
                                    accepted       in    all        cases   including   elections,
                                    provided that a duly completed and signed proxy
                                    form is submitted to the General Secretary prior
                                    to the commencement of the relevant meeting
                                    and the proxy is given for purposes of voting on a
                                    specific matter or the election of a candidate for a
                                    specific position and does not purport to be a
                                    general authorisation to vote on behalf of the
                                    absent chess union member.




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       11.8.       Confirmation of decisions at inquorate meeting

                   Motions passed at an inquorate meeting of the National
                   Council shall require confirmation by the procedure set out
                   below:

                        11.8.1. The           General   Secretary   shall   notify   every
                                    absentee chess union member of the motions
                                    which were provisionally adopted at the meeting
                                    and the name of the proposer and seconder of
                                    each such motion. These notifications shall be
                                    despatched within ten (10) working days of the
                                    meeting.

                        11.8.2. Each absentee chess union member thus
                                    notified shall, for each of the motions concerned
                                    record either an abstention or a vote for or
                                    against the motion. The absentee chess union
                                    member shall return his record of his voting to
                                    the General Secretary within 14 days of receiving
                                    the notification.

                        11.8.3. A motion shall be confirmed if the total number of
                                    votes cast in favour of it at the meeting, together
                                    with those cast in terms of the above procedure,
                                    is at least one-half of the total votes plus one, of
                                    the available votes of the National Council at the
                                    time of the meeting.




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                                              22

12.    THE EXECUTIVE BOARD

       12.1.       Powers

                        12.1.1. The administrative functions of CHESSA shall be
                                    the responsibility of the Executive Board.          In
                                    addition, the Executive Board shall deal with any
                                    matters referred to it by the National Council and
                                    shall report to the National Council;

                        12.1.2. The Executive Board shall decide on the
                                    executive       structures   and        administrative
                                    procedures of CHESSA as may be required from
                                    time to time.

                        12.1.3. The Executive Board controls and oversees the
                                    work of its own management committee, as well
                                    as the work of all commissions and technical
                                    committees and has to ratify all their decisions of
                                    a major nature.

                        12.1.4. The Executive Board shall have the power to co-
                                    opt additional members for short-term and
                                    project-orientated appointments to the Executive
                                    Board.

       12.2.       Composition

                   The Executive Board shall be composed of the following
                   portfolios:

                        12.2.1. President;




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                        12.2.2. Vice-president;

                        12.2.3. Executive Director;

                        12.2.4. Director of Finance;

                        12.2.5. General Secretary;

                        12.2.6. Director of Development;

                        12.2.7. Director of Public Relations;

                        12.2.8. Director of Youth Chess;

                        12.2.9. Director of Women’s Chess;

                        12.2.10. Director of Adult Chess;

                        12.2.11. Director of Physically Challenged Chess;

                        12.2.12. Director of Arbiters, Trainers & Managers.

       12.3.       Vacancies

                        12.3.1. If the position of President is vacated, the Vice-
                                    President shall vacate his position and become
                                    acting President of CHESSA until the next
                                    meeting of the National Council.

                        12.3.2. A vacant position on the Executive Board, other
                                    than the Executive Director, shall be filled by the
                                    Executive Board either from amongst its other
                                    members or by appointment of a person not then
                                    on the Board.




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                                              24

                        12.3.3. If the position of Executive Director is vacated, a
                                    special meeting of the National Council shall be
                                    called for the purpose of electing a suitable
                                    candidate to take up the position until the next
                                    official election.    The Vice-president shall hold
                                    office and fulfil the duties of the Executive
                                    Director in the interim period.

                        12.3.4. If the National Council does not ratify the
                                    appointments     by     the   Executive   Board   as
                                    provided for in 12.3.2, it shall make an
                                    appointment to the vacant positions, this being
                                    approved by a simple majority of those present.

                        12.3.5. An acting president of CHESSA, if ratified by the
                                    National Council shall be given the title of
                                    President of CHESSA.




       12.4.       The functions of the President

                        12.4.1. The President shall chair the management
                                    committee of the Executive Board, comprising of
                                    the President, the Vice-President, the Executive
                                    Director, the Director of Finance and the General
                                    Secretary.

                        12.4.2. The President shall liaise with FIDE and other
                                    international chess bodies, if and when the need




As amended in Kempton Park on 18 April 2009
                                              25

                                    arises. The Executive Board shall support the
                                    President administratively and develop a budget
                                    to assist financially in terms of policy laid down
                                    by the National Council in this regard.

                        12.4.3. The President shall liaise with SASCOC, the
                                    Government Departments of Education and
                                    Sport & Recreation and any other national sport
                                    bodies appointed by Government to develop
                                    sport, as required.

                        12.4.4. The President shall refer administrative matters
                                    to the management committee timeously.         The
                                    management committee shall deal with such
                                    matters in the appropriate fashion.

                        12.4.5. The President may delegate any of the above
                                    duties to a member of the Executive Board
                                    subject to ratification by the National Council at
                                    the next meeting, or by means of other speedier
                                    ways of communication and decision should the
                                    circumstances demand it.

       12.5.       The functions of the Vice-president

                        12.5.1. The Vice-president shall assume the powers and
                                    duties of the President in the absence of the
                                    President, or his or her inability or refusal to act
                                    as President.

                        12.5.2. The Vice-president shall be required to be an
                                    active member of the management committee




As amended in Kempton Park on 18 April 2009
                                              26

                                    and perform duties as delegated and approved
                                    by the Executive Board.

       12.6.       The functions of the Executive Director

                        12.6.1. The Executive Director shall manage, with the
                                    assistance     of   the   other   members   of   the
                                    Executive Board, all internal affairs of CHESSA,
                                    as well as external affairs referred to the
                                    Executive Board by the National Council or by
                                    the President.

                        12.6.2. The Executive Director shall report to the
                                    National Council at least twice a year at the
                                    scheduled meetings of the National Council.

        12.7     The functions of the Director of Finance

                 12.7.1 The Director of Finance shall receive and make
                          payments on behalf of CHESSA.

                 12.7.2 The Director of Finance shall maintain suitable financial
                          records for CHESSA.

                 12.7.3 The Director of Finance shall present to the Executive
                          Board and the National Council at their first meetings
                          after 31 March each year, an audited financial report of
                          the previous financial year.

                 12.7.4 The Director of Finance shall take responsibility for the
                          administration of all financial matters arising from this
                          Constitution in a timeous and efficient manner.




As amended in Kempton Park on 18 April 2009
                                                27

                 12.7.5 The Director of Finance shall ensure the maintenance of
                          financial propriety at all levels in the use of CHESSA
                          funds and specifically report on budget variances.




        12.8     The functions of the General Secretary

                 12.8.1 The General Secretary shall, in consultation with the
                          management committee, make proper arrangements for
                          meetings of the Executive Board and the National
                          Council.      This shall include the securing of suitable
                          venues and the distribution, in good time, of notices,
                          agendas and other documents relevant to the meetings
                          concerned.

                 12.8.2 The General Secretary shall be responsible to maintain
                          accurate minutes of all meetings of the Executive Board
                          and National Council and to arrange for their distribution
                          to the members of those bodies.

                 12.8.3 The General Secretary shall receive and answer official
                          CHESSA              correspondence   and   refer     such
                          correspondence to the Executive Board and maintain a
                          permanent file of correspondence.

                 12.8.4 In addition to the aforegoing, the General Secretary shall
                          have such other duties and responsibilities as may be
                          approved by the Executive Board or specified by the
                          Executive Director from time to time.




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                                              28

        12.9     The functions of the Director of Development

                 12.9.1 The Director of Development shall be the chairperson of
                          the development committee established in terms of this
                          Constitution.

                 12.9.2 The Director of Development shall be responsible for the
                          efficient functioning of the development committee and
                          for the implementation of its decisions.

                 12.9.3 The Director of Development shall present a detailed
                          report on his portfolio to the Executive Board and the
                          National Council at the first meetings of those bodies
                          each year.




        12.10 The functions of the Registrations and Ratings Officer

                 12.10.1 The Registrations and Ratings Officer shall chair the
                             Ratings Committee and be responsible for all
                             communications regarding the registration and ratings
                             of CHESSA registered players.

                 12.10.1 The Registrations and Ratings Officer shall further be
                             responsible      for   maintaining   and   servicing   the
                             CHESSA website, including the regular updating of
                             the website and performing any further duties in this
                             regard as may be determined from time to time.

                 12.10.2 The Registrations and Ratings Officer shall prepare
                             and submit to the Treasurer an annual budget for the
                             funds required to maintain and update the website.




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                                                 29

        12.11 The functions of the Director of Youth Chess

                  12.11.1The        Director      of   Youth   Chess      shall   chair   the
                             Commission for Youth Chess and coordinate all
                             activities of CHESSA relating to youth chess,
                             including chess at school and student levels.

                 12.11.1 The Director of Youth Chess shall present a detailed
                             report on his portfolio to the Executive Board and
                             National Council at the first meetings of these bodies
                             each year.

        12.12 The functions of the Director of Public Relations

                 12.12.1           The Director of Public Relations shall chair the
                                   Public Relations Committee and be responsible
                                   for     the    marketing,      communications,     public
                                   relations and press liaison of CHESSA and the
                                   securing of sponsorships for CHESSA.

                 12.12.2           The Director of Public Relations shall be the only
                                   person within CHESSA to deal with the Press and
                                   issue      press    releases     or   releases   to    the
                                   international chess community and only after
                                   approval by the management committee.

        12.13 Meetings and quorum

                 12.13.1          The Executive Board shall meet as often as is
                                  required to carry out their functions.

                 12.13.2          The majority of the members of the Executive
                                  Board shall form a quorum.




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                                              30

        12.14 Remuneration

                 12.14.1          Members of the Executive Board shall be entitled
                                  to be repaid all reasonable and bona fide
                                  expenses incurred by them respectively in or
                                  about the performance of their duties but, save as
                                  aforesaid, shall not be entitled to any other
                                  remuneration, fees or salary in respect of the
                                  performance of such duties.

                 12.14.2          Notwithstanding the aforegoing, a member of the
                                  Executive    Board   who   performs    professional
                                  services on behalf of CHESSA shall be entitled to
                                  charge his normal fees for such services, provided
                                  that he has been instructed on a formal basis.




13       ELECTION OF THE EXECUTIVE BOARD

        13.1     Bi-annual election

                 13.1.1 The positions of President, Vice-President, Executive
                          Director, Director of Finance, General Secretary, Director
                          of Development and Director of Public Relations shall be
                          filled through election by the National Council.

                 13.1.2 The positions of Director of Youth Chess, Director of
                          Women’s Chess, Director of Adult Chess, Director of
                          Physically Challenged Chess and Director of Arbiters,
                          Trainers and Managers shall be filled ex officio by the
                          chairpersons of the respective commissions.




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                                              31

                 13.1.3 Elections for the elected members of the Executive
                          Board shall be held at the second meeting of the
                          National Council in each odd-numbered year.

        13.2     Notices

                 13.2.1 No less than 90 days before the election date, the
                          General Secretary shall send by certified or electronic
                          mail, a notice to every chess union member:

                              (a) informing it that the elections for the Executive
                                  Board are to take place at the next meeting of the
                                  National Council and of the date and place of this
                                  meeting;

                              (b) providing it with a copy of those articles of the
                                  Constitution which are relevant to the elections;

                              (c) calling for nominations for each position on the
                                  Executive Board to be filled by election;

                 13.2.2 No less than 30 days before the election date, the
                          General Secretary shall send by certified or electronic
                          mail to every chess union members a list of nominations
                          received with their curricula vitae and a list of chess
                          union members that will be eligible to vote.

        13.3     Nominations

                 13.3.1 Nominations for each position on the Executive Board to
                          be filled by election shall be made individually, provided
                          that a person can be nominated for more than one
                          position.




As amended in Kempton Park on 18 April 2009
                                              32

                 13.3.2 The closing date for such nominations shall be set by the
                          Executive Board.

                 13.3.3 In order to be accepted as a valid nomination, each
                          nomination shall:

                              (a) be signed by the nominator who is a member of a
                                  chess union;

                              (b) be signed by a seconder who is a member of a
                                  different chess union;

                              (c) be accompanied by a signed acceptance of the
                                  nominee;

                              (d) be accompanied by a brief curriculum vitae of the
                                  nominee;

                              (e) reach the General Secretary by no later than the
                                  closing date for nominations.

        13.4     Voting rights for purposes of elections

                 13.4.1 Each nominated representative representing a chess
                          union member in good standing shall be allowed to vote
                          in the election.

                 13.4.2 Members of the Executive Board, in their capacity as
                          such, representatives of provincial chess body members,
                          members of commissions and technical committees as
                          well as CHESSA registered players and other individuals
                          shall not be allowed to vote.




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                                              33

                 13.4.3 Each nominated representative qualified to vote shall
                          exercise one vote in respect of the election for each
                          position on the Executive Board to be filled by election.

                 13.4.4 A chess union member shall be regarded as not in good
                          standing if it is not a paid-up member by latest 30 days
                          before the election date.




        13.5     Election procedure

                   The election shall take place according to the following
                   procedure:

                 13.5.1 All voting shall be by show of hands except that upon the
                          request of any person entitled to vote, the voting shall be
                          by secret ballot.

                 13.5.2 The voting shall commence with the position of President
                          and shall proceed thereafter in the order set out in Article
                          12.2 above.

                 13.5.3 The nominee who is successful by commanding a
                          majority vote shall be appointed to the position.

                 13.5.4 The unsuccessful nominee shall not be passed to other
                          positions unless he was properly nominated for those
                          positions.

                 13.5.5 Election will be by a simple majority of those voting.

                 13.5.6 In the event of a tie, further ballots will be held with only
                          the tied candidates until a clear outcome is obtained.




As amended in Kempton Park on 18 April 2009
                                              34

                 13.5.7 If the outcome remains tied, a casting vote will be offered
                          to the existing President.

                 13.5.8 If the President declines to cast a vote, it will be offered
                          to the other existing members of the Executive Board in
                          the order set out in Article 12.2 above. If this procedure
                          still fails to resolve the tie, then the representatives of
                          chess union members who are present will be offered
                          the casting vote in alphabetical order of their surnames.

        13.6      Proxies for absent chess union members will be accepted for
                  purposes of the election provided such proxies meet the
                  requirements set out in 11.7.4 above.

13.    Once the new Executive Board has been elected, the new President
       shall chair the meeting.

14.    COMMISSIONS

       14.1       In recognition thereof that there are different chess interest
                  groups in South Africa which each focuses on the promotion of
                  chess within its own sphere of influence, the following
                  commissions are hereby established:

               14.1.1 Youth Chess;

               14.1.2 Women’s Chess;

               14.1.3 Adult Chess;

               14.1.4 Arbiters, Trainers & Managers; and

               14.1.5 Physically Challenged Chess.




As amended in Kempton Park on 18 April 2009
                                              35

       14.2       Each commission shall have its own management committee
                  which, apart from the chairperson, secretary and treasurer,
                  may have further positions to handle such other portfolios as
                  may be necessary for the proper administration of chess within
                  the area of jurisdiction of the particular commission.

       14.3       The members of the management committee of each
                  commission shall be elected by CHESSA registered individuals
                  interested and registered in the relevant sphere of chess, and
                  further subject to the rules and procedures of the commission
                  concerned.

       14.4       The elections of management committees for the commissions
                  shall take place within one month after the date of the
                  CHESSA bi-annual elections and the term of office for
                  members of such management committees shall be two years.

       14.5       The chairperson of each commission shall be an ex officio
                  member of the Executive Board of CHESSA.

       14.6       Each commission shall work within and take decisions on
                  matters in its field of responsibility save to the extent that a
                  specific function has been entrusted to another organ of
                  CHESSA, such as the national selection committee in matters
                  of selection.

       14.7       The Executive Board shall perform a supervisory function in
                  regard to the activities of the various commissions and all
                  decisions by commissions of a major nature shall be subject to
                  ratification by the Executive Board.




As amended in Kempton Park on 18 April 2009
                                              36

       14.8      Each commission shall prepare an annual budget and apply to
                  the Executive Board for an allocation of funds and, subject to a
                  duty of reporting, each commission shall manage and spend its
                  allocated funds and operate bank accounts in the name of
                  CHESSA         but    dedicated to   the   use of   the   particular
                  commission.

       14.9       Subject to approval by the Executive Board and ratification by
                  the National Council, each commission is at liberty to formulate
                  its own rules and procedures.

15 TECHNICAL COMMITTEES

       15.1       In recognition thereof that various aspects of the duties
                  performed by CHESSA require specific expertise or experience
                  for the most effective discharge of those duties, the following
                  standing committees are hereby established:

               15.1.1 Finance Committee;

               15.1.2 Constitutional Committee;

               15.1.3 Ethics Committee;

               15.1.4 National Selections Committee;

               15.1.5 Ratings Committee;

               15.1.6 Development Committee;

               15.1.7 Events Co-ordination Committee; and

               15.1.8 Public Relations Committee.




As amended in Kempton Park on 18 April 2009
                                                37

       15.2 The convenors and other members of each technical committee
               are appointed by National Council, on recommendation by the
               Executive Board, and the technical committees report to the
               Executive Board.

       15.3 Technical committees may formulate their own rules and
               procedures subject to approval by the Executive Board.




16 CHESS DEVELOPMENT

        16.1     There shall be a development committee chaired by the
                  Director of Development which shall be responsible for the
                  development         of      chess   in   South    Africa,   concentrating
                  particularly on the previously disadvantaged persons and
                  areas.

         16.2 The development committee shall also assume responsibility
                  for the development and advancement of highly talented
                  CHESSA registered players generally and specifically with a
                  view to securing FIDE titles for South African players.

        16.3     In discharging the above responsibilities, the development
                  committee shall, inter alia:

               16.3.1 consider requests for financial or material support from
                       chess union members, chess clubs operating within the
                       structures of CHESSA and its members and individual
                       CHESSA          registered      players     and   other   registered
                       individuals;

               16.3.2 engage in fund-raising activities;




As amended in Kempton Park on 18 April 2009
                                              38

               16.3.3 organise appropriate tournaments and championships;

               16.3.4 provide training within the constraints of its budget.

         16.4 The development committee shall be accountable to the
                  National Council through the Executive Board for the manner
                  in which it performs its functions and spends the funds
                  entrusted to it.

        16.5     The development committee shall report to the President and
                  Executive Director with such frequency as they may direct.

        16.6     The development committee shall administer a specially
                  designated chess development fund.

         16.7 The National Council shall allocate funds in its budget for
                  payment to the chess development fund and may impose
                  further a levy per player in an amount determined by it in
                  respect of every rated tournament designated for this purpose
                  and such monies raised shall be paid into the development
                  fund.

        16.8     The National Council may delegate to chess union members
                  the responsibility in their areas for collecting any special
                  development levies, in which case such chess union members
                  shall transfer 90% of the monies so collected to the chess
                  development fund and may retain the remaining 10% for their
                  own use.




As amended in Kempton Park on 18 April 2009
                                              39

17 SELECTION

        17.1     It is the ultimate responsibility and prerogative of CHESSA, as
                  represented by the National Council, to approve the selection
                  of national teams and individuals representing South Africa.

        17.2     For the aforesaid purpose, the National Council shall appoint,
                  on the recommendation of the Executive Board, individuals as
                  members of the National Selection Committee and further sub-
                  committees for the selection of men (open), women, youth and
                  physically challenged players, as well as managers and
                  coaches for international and national team events, and shall
                  approve and publish the selection criteria in force from time to
                  time.

         17.3 The responsibility for selection may be delegated to the
                  appropriate commission with the express understanding that
                  selections by such commissions are subject to ratification by
                  the National Selection Committee appointed by the National
                  Council of CHESSA.

        17.4     Insofar as it is within the control of CHESSA, no member of a
                  youth team shall be denied the opportunity to represent South
                  African because of an inability to afford the full cost involved.

18 RULES, PROCEDURES AND PROTOCOLS

        18.1     The Executive Board shall formulate and publish the rules and
                  procedures in force from time to time in accordance with which
                  the affairs of CHESSA will be conducted. A copy of the rules
                  and procedures in force at any time shall be kept by the
                  General Secretary and made available, upon request, to any




As amended in Kempton Park on 18 April 2009
                                              40

                  chess union or provincial chess body member or player or
                  other individual registered with CHESSA.

         18.2 The rules and procedures shall include, but not be limited to,
                  the following:

               18.2.1 CHESSA’s selection criteria;

               18.2.2 the CHESSA code of conduct for office bearers (including
                       a disciplinary procedure);

               18.2.3 the CHESSA code of conduct for players and other
                       registered individuals (including a disciplinary procedure);

               18.2.4 the CHESSA grievance procedure.

        18.3     Substitution and amendment of the rules and procedures will be
                  effected by the Executive Board upon approval by a two-thirds
                  majority of the members of the Executive Board.

19 FINANCE

         19.1 The financial year end of CHESSA is the last day of December
                  in each year.

         19.2 The Finance Committee shall be chaired by the Director of
                  Finance.

         19.3 The Finance Committee shall cause to be prepared an annual
                  budget for the following year to be presented and approved at
                  the second ordinary meeting of the National Council each year.

         19.4 It shall be a requirement of membership for chess union
                  members and provincial chess body members to submit to the




As amended in Kempton Park on 18 April 2009
                                              41

                  Finance Committee a copy of their financial statements within
                  three months from the end of their respective year ends and
                  the Director of Finance shall report to the National Council on
                  compliance with this requirement and such matters pursuant
                  thereto that may be relevant to the members of the National
                  Council.

        19.5     The Executive Board shall be responsible for monitoring the
                  accounts of tournaments organised by member bodies. This
                  shall not imply any restriction in the right of such bodies to
                  control their own affairs or the affairs of their member bodies.

         19.6 The Executive Board shall act as a trustee of the trust funds
                  transferred to CHESSA from the South African Chess
                  Federation       and    shall    administer   these   funds   in   strict
                  conformance to the conditions of the trust.

20 DISPUTE RESOLUTION

        20.1     Any dispute arising out of, or in connection with, the
                  enforceability of the Constitution, or the application and
                  interpretation of the provisions thereof, or any dispute involving
                  members of CHESSA and registered players or other
                  individuals (including disputes with CHESSA itself), shall be
                  dealt with in terms of the grievance procedure of CHESSA as
                  amended from time to time.

         20.2 Should the above procedure fail to lead to an acceptable
                  resolution, the matter shall be referred to the Arbitration
                  Foundation of South Africa (AFSA) for mediation or expedited
                  arbitration in terms of the rules and procedures for the




As amended in Kempton Park on 18 April 2009
                                              42

                  resolution of disputes in sport, prevailing at the time when such
                  dispute is so referred.

        20.3     In the event of such arbitration, the decision on arbitration shall
                  be final and binding on the parties to the dispute.

        20.4     In recognition of the desire to resolve all disputes in the sporting
                  fraternity as amicably and effectively as possible, it is required
                  of all existing and future members of CHESSA to incorporate in
                  their constitutions (and to include in any agreements they may
                  enter into) a dispute resolution clause in terms substantially the
                  same as the above provisions of this Constitution, specifically
                  providing      for   the    resolution   of   disputes   through   the
                  mechanisms provided for.

21 CHANGE OF CONSTITUTION

         21.1 An amendment to the Constitution shall be approved at an
                  ordinary or special meeting of the National Council by at least
                  two-thirds of the total number of votes available to all chess
                  union members at the time of the meeting.

        21.2     A motion for an amendment to the Constitution shall be
                  circulated to all members of the National Council at least 21
                  days before the meeting of the National Council at which it is to
                  be proposed.

        21.3     A motion for amendment to the Constitution shall be accepted
                  without change or rejected.




As amended in Kempton Park on 18 April 2009
                                              43

22 DISSOLUTION OF CHESSA

        22.1     A motion for the dissolution of CHESSA shall require approval
                  at an ordinary or special meeting of the National Council by at
                  least two-thirds of the total number of votes available to all
                  chess union members at the time of the meeting.

        22.2     If upon dissolution of CHESSA, there remain any assets
                  whatsoever after satisfaction of the debts and liabilities of
                  CHESSA, such assets shall be paid to or distributed among
                  the chess union members of CHESSA provided they are public
                  benefit organisations for purposes of the Income Tax Act,
                  1962, and failing the same, to another organisation or body
                  with similar objects to CHESSA as determined by the National
                  Council.




_______________________                            __________________________

PRESIDENT                                          EXECUTIVE DIRECTOR



Adopted in Port Elizabeth on 10 December 2005.
Amended in Houghton, Johannesburg on 2 September 2006.
Amended in Houghton, Johannesburg on 14 April 2007.
Amended in Houghton, Johannesburg on 12 April 2008.
Amended in Kempton Park on 18 April 2009.




As amended in Kempton Park on 18 April 2009

								
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