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4 OF THE
5 TRANS-ORANGE CONFERENCE
7 SEVENTH-DAY ADVENTISTS
9 Strikethroughs : Proposed Deletions on current constitution.
10 Red Font: Proposed Insertions from the GC Model Constitution
11 Green Font: CPC Proposed Amendments
12 Blue Font: Ammendments voted for at the last session.
13 1. NAME Article I—Name
15 The name of tThis organisation shall be known as the TRANS-ORANGE CONFERENCE
16 OF SEVENTH DAY ADVENTISTS Seventh-day Adventists, hereinafter referred to as the
17 TOC confe rence.
19 2. PURPOSE Article II—Purpose
21 The purpose of this confe rence the TOC is to facilitate the proclamation of the everlasting
22 gospel in the context of of our Lord and Saviour Jesus Christ, as symbolised by the three
23 angels’ messages of Revelation 14:6-12 to all peoples within its territory, leading them to
24 accept Jesus as personal Saviour and to unite with His Church, and nurturing them in
25 preparation for His soon return.
27 3. RELATIONSHIPS Article III—Relationships
29 The TOC Trans Orange Confe rence is a part of the Southern Africa Union Conference of the
30 Seventh-day Adventists, Church (hereinafter referred to as the SAU), which in turn is a part
31 of the Southern Africa-Indian Ocean Division (hereinafte r referred to as the SID) of the
32 General Conference of Seventh-day Adventists, (hereinafter referred to as the Gene ral
33 Conference), a world church organisation; and all purposes, policies and procedures of this
34 confe rence the TOC shall be in harmony with the working policies and procedures of the SAU
35 and the Southe rn Africa-Indian Ocean Division and the General Conference of Seventh-
36 day Adventists SID. This Conference shall pursue the mission of the Church in harmony with
37 the doctrines, programmes, and initiatives adopted and approved by the General Confere nce in
38 its quinquennial sessions.
41 4. TERRITORY Article IV—Territory
43 4.1 The Territory of this conference the TOC shall consist of
45 4.1.1 a. Free State Province
46 4.1.2 b. Gauteng Province
47 4.1.3 c. Mpumalanga Province
48 4.1.4 d. North West Province
49 4.1.5 e. Limpopo Province
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50 4.1.6 f. The Magisterial districts of the following towns in the Northern
51 Cape Province
52 4.1.7 g. Douglas
53 4.1.8 h. Griquastad
54 4.1.9 i. Kimberley
55 4.1.10 j. Kuruman
56 4.1.11 k. Postmansburg
57 4.1.12 l. Salt Lake and Ritchie
58 4.1.13 m. Sishen
59 4.1.14 n. Warrenton
61 5. PRINCIPAL OFFICE
63 The principal office for the transaction of the business of the TOC is located at 17 Louis Road,
64 Orchards, Johannesburg. The executive committee may in an emerge ncy change the location of
65 the principal office on a temporary basis.
67 6. MEMBERSHIP Article V—Membership
69 The membership of this conference the TOC shall consist of such churches as have been or
70 shall be properly organised in any part of the geographic territory under its jurisdiction and
71 formally approved for membership by vote of the delegates at any regularly scheduled business
74 Article VI—Bylaws
75 The voters of this conference may enact bylaws, and/or repeal them, and such bylaws may
76 embrace any provision not inconsistent with the constitution.
79 Article VII—Dissolution and Disposition of Assets
82 This conference may be dissolved only by a two-thirds majority vote of the delegates
83 present and voting at any constituency meeting. In the event of the dissolution of this
84 confe rence, all assets remaining after all claims have been satisfied shall be transferred to
85 a legal entity authorized by the Southern Africa-Indian Ocean Division of the General
86 Conference of Seventh-day Adventists.
89 Article VIII—Amendments
91 This constitution shall not be amended except to conform to the model local conference
92 constitution when it is amended by action of the General Confe rence Executive Committee
93 at an Annual Council. This conference shall ame nd its constitution from time to time at
94 regularly called constituency meetings, any such changes to conform to the model local
95 confe rence constitution. The conference executive committee may recomme nd to the
96 General Conference, through the Southern Africa Union Conference/Union Mission and
97 the Southe rn Africa-Indian Ocean Division of the General Conference of Seventh-day
98 Adventists, amendme nts to the model constitution.
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102 BYLAWS OF THE
103 TRANS ORANGE CONFERENCE OF
104 SEVENTH-DAY ADVENTISTS
106 Article I—Principal Office
108 The principal office for the transaction of the business of the TOC Trans Orange Conference
109 is fixed and located at 17 Louis Road, Orchards, Johannesburg. The executive committee may
110 in an emergency change the location of the principal office on a te mporary basis.
112 Article II—Constituency Meetings
114 7. BUSINESS SESSIONS
117 7.1 Regular Business Session Sec. 1. Regular Meeting: This conference shall hold a regular
118 (triennial) quinquiennial (seek counsel with SID) constituency meeting at such time and
119 place as the executive committee of the confe rence shall designate. The constituency
120 meeting shall review performance of the conference for the previous term, facilitate
121 planning for the next triennial te rm, elect officers, constitute committees, and transact
122 such othe r business as it may deem appropriate.
124 Notice of the time, place and agenda of the business session of delegates representing the members
125 shall be given by:
127 7.1.1 a. A notice printed in the official publication of the SAU or the TOC at least four
128 (4) weeks before the date of the business session; or
130 7.1.2 b. A method approved by the TOC executive committee.
132 Sec. 2. Special Meeting: a. The executive committee of this conference shall call a special
133 constituency meeting, at a time and place it deems proper whe n:
134 1) It is voted by the executive committee, or
135 2) It is voted by the delegates at any constituency meeting, or
136 3) It is requested by( 51%) percent of the churches of the conference through their church
137 boards, or
138 4) It is voted by the union committee, division committee, or General Conference
139 Executive Committee.
140 b. The union committee or the division committee may call a special constituency meeting
141 of the conference.
142 c. The agenda for special constituency meetings shall be included in the notice of the meeting.
143 d. The time and place of special constituency meetings shall be given in the same manner as for
144 regularly scheduled constituency meetings.
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146 7.2 Business Session Agenda
148 7.2.1 All Administrators and Departmental Directors shall prepare and render reports on the
149 scope of work and their offices’ respective contribution to the adva ncement of the TOC
150 purpose as per Article 2 of this Constitution, at the Regular Business Session, which
151 reports shall be distributed to the delegates at least four weeks prior to the Business
154 7.2.2 The Business Session shall review performance of the conference for the previous term,
155 facilitate planning for the next triennial term, elect officers, constitute committees, and
156 transact such other business as it may deem appropriate.
158 7.3 Special Business Session
160 7.3.1 The TOC executive committee shall call a special business session at a time and
161 place it deems proper when :
163 184.108.40.206 it is voted by the executive committee, or
165 220.127.116.11 it is voted by the delegates at any business session, or
167 18.104.22.168 it is requested by 51% of the churches of the TOC through their
168 church business meetings and such requests to be contained in a duly signed
169 letter by the Local Pastor, Elder and Church Clerk of the relevant church
170 together with a Church Business Meeting Minute authorizing such a call ; or
172 22.214.171.124 it is voted by the SAU executive committee, SID Executive Committee
173 or General Conference Executive Committee; or
176 7.3.2 The purpose for which a special business session is called shall be stated in the
177 notice of the session.
179 7.3.3 The time and place of the special business session shall be given in the same
180 manner as for regularly scheduled business sessions.
183 7.4 Quorum Sec. 3. Quorum: At least fifty-one percent (51%) of the regular delegates
184 elected in accordance with 8.1.1 authorized he reinafter under Section 1. of Article III
185 must be present at the opening of any regular or special business session constituency
186 meeting to constitute a quorum for the transaction of business. Once the meeting is
187 declared open, the delegates remaining present shall constitute a quorum.
189 Sec. 4. Proxy Voting: All delegates must be present in person at any constituency meeting
190 in orde r to be eligible to vote. There shall be no voting by proxy.
192 Sec. 5. Voting Rights of the Delegates: Each delegate appointed to act on behalf of the
193 members of TOC this conference shall be entitled to one vote. The voting rights of the
194 individual delegates representing the members as hereinafter provided shall be limited to the
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195 particular business session of TOC constituency meeting of the conference in which they have
196 been designated to represent a local church, an institution, the SAU Southern Africa Union
197 Conference, the SID Southe rn-Indian Ocean Division or the General Confe rence of
198 Seventh-day Adventists.
200 Sec. 6. Election/Appointment and Term of Office: All office rs and membe rs of the
201 executive committee who are not ex officio me mbers shall be elected by the delegates at
202 the regular meeting of the conference constituency and shall hold their offices until the
203 next regular meeting of the conference constituency, unless they resign or are re moved
204 from office, for cause, by the executive committee/a special constituency meeting. The
205 election/appointme nt of departmental directors, associate departmental directors,
206 associate secretaries, or associate treasurers, if not determined by the delegates at the
207 confe rence constituency meeting, s hall be referred to the executive committee.
208 7.5 Voting
210 7.5.1 Participation and Voting Rights of the Delegates
214 7.5.2 Proxy Voting
216 All delegates must be present in person at any business session in order to be
217 eligible to vote. There shall be no voting by proxy.
219 7.5.3 Voting Procedure
221 Voting shall normally be by a show of hands, unless otherwise determined by a
222 majority vote of the delegates present but the election of officers shall be by
223 secret ballot.
225 7.6 Election/Appointment and Term of Office
227 All officers and members of the executive committee who are not ex- officio
228 members shall be elected by the delegates at the regular business session of the
229 TOC and shall hold their offices until the next regular business session of the
230 TOC, unless they resign or are removed from office by the executive committee
231 or a special business session.
233 7.7 Sec 7. Conference Institutions
235 Boards of conference institutions shall be elected at a regular constituency meeting
236 business session of the TOC or by the TOC Exco as directed by the constituency
237 meeting. Heads of conference institutions shall be recommended by the boards of the
238 institutions and appointed by the TOC executive committee. Such appointments shall
239 take place after each regular business session of the TOC.
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244 8. REPRESENTATION Article III—Representation
246 Regular delegates and delegates at large shall represent the interests of the TOC
247 constituency at any business session of the TOC.
249 8.1 Representation Sec. 1. The delegates at any constituency meeting of this
250 confe rence shall be regular delegates and delegates at large.
252 8.1.1 a. Regular Delegates: All delegates duly accredited by any one of the organised
253 churches of the TOC conference. Each church shall be entitled to one (1) delegate for the
254 organisation and one (1) additional delegate for each 300 (three hundred) members or major
255 fraction thereof and who hold membership in the local church which accredits them.
259 126.96.36.199 b. Delegates at Large
261 188.8.131.52 1) All members of the TOC executive committee of the confe rence.
263 184.108.40.206 2) All members of the executive committee of the Southern Africa Union Mission/Union
264 Conference who may be present at any constituency meeting of this conference.
266 220.127.116.11 3) All employees holding credentials or ministerial licenses issued by the TOC.
268 18.104.22.168 4) Members of the SID Executive committee and members of the General Conference
269 Executive Committee who may be present at any business session of the TOC constituency
270 meeting of this conference. The number of such delegates representing the General
271 Conference of Seventh-day Adventists shall not exceed ten percent (10%) of the total number
272 of delegates otherwise provided for.
274 5) Such othe r persons as may be recomme nded by the executive committee and accepted
275 by the delegates in session. The numbe r of such delegates shall not exceed ten pe rcent of
276 the total numbe r of regular delegates provided for hereinabove.
278 Sec. 2. All delegates appointed to represent the me mbers of this conference at any
279 constituency meeting shall be membe rs in regular standing of the Seventh-day Adventist
284 8.1.3 Special Delegates
286 Special Delegates shall consist of such other persons as may be recommended by the
287 executive committee and accepted by the delegates in session. The number of such
288 delegates shall not exceed ten percent (10%) of the total number of regular delegates
289 provided for hereinabove. (Delete. SEE POINT 5 ABOVE)
291 8.1 Church Membership Requirement
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293 All delegates appointed to represent the membe rs of this confere nce at any
294 constituency meeting shall be me mbers in regular standing of the Seventh-day
295 Adventist Church. (Delete. SEE SECTION 2 ABOVE)
299 SESSION COMMITTEES Article IV—Committees
301 9.1 Sec 1. Organizing Committee. a. The organising committee shall be constituted as
302 follows : Each church represented at the business session constituency meeting shall elect or
303 empower its delegation to choose, one (1) member plus one additional member for each 500
304 (five hundred) members or a major fraction thereof.
312 22.214.171.124 b. The ranking officer chair of the organizing committee shall be the president of the
313 Southern Africa Union or his designee,. shall serve as chairperson.
315 9.1.2 c. The organising committee shall nominate and the business session
316 constituency shall elect: for the duration of the session.
318 126.96.36.199 1) A nominating committee
319 188.8.131.52 2) A constitution committee
320 184.108.40.206 3) Other committees as may be necessary.
322 9.1.3 d. Members of the organising committee shall be chosen at or prior to
323 the business session constituency meeting.
325 9.1.4 e. If the organising committee is to meet prior to the business session constituency
326 meeting, the time and place of the meeting shall be given in the official notice of the meeting.
328 9.2 Sec 2. Nominating Committee: The nominating committee shall consist of at least twenty-
329 one (21) and not more than twe nty-seven (27) twenty- five (25) members, including the
330 ranking officer of the president of the SAU or his designee, who shall serve as the chair
331 chairperson. The membership of the committee shall be bala nced, as nearly as possible,
332 between denominational employees and laypersons representing various segments of the work.
333 Provided that each district shall be entitled to designate at least one delegate as a member
334 of the Nominating Committee.
338 Sec 3. Standing Constitution and Bylaws Committee: The constitution and bylaws
339 committee shall include an officer of the Southern Africa Union Conference, and shall be
340 chaired by the secretary of TOC the local confe rence, or his/her designee. This committee
341 shall function between the regularly scheduled constituency meetings and shall submit its
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342 reports and detailed recomme ndations through the confe rence executive committee to the
343 next regular constituency meeting
345 9 A standing constitution committee shall be appointed at the first executive meeting after the
346 session to function according to 10.3.5.
349 Sec. 4. Voting: The election of office rs and the voting on all other matters of business shall
350 be by viva voce secret ballot unless otherwise determined by a majority vote of the
351 delegates present.
355 EXECUTIVE COMMITTEE Article V—Executive Committee
357 10 Sec.1. Members hip: of Executive Committee The executive committee of the TOC Trans
358 Orange Conference shall be elected at its regularly scheduled business session constituency
359 meeting and shall consist of not more than twenty-seven (27) members. The president,
360 secretary, treasurer, and vice president(s) shall be members ex officio of the executive
364 10.1.1 The following persons shall be ex-officio members of the executive committee:
365 10.1.1.1 President
366 10.1.1.2 Secretary
367 10.1.1.3 Treasurer
369 Sec 2 10.1.2 The remaining membership of the executive committee shall be made up as
371 10.1.2.1 a. all full-time Departmental Directors
372 10.1.2.2 b. a head of one of the conference institutions
373 10.1.2.3 c. four Practicing Pastors
374 10.1.2.4 d. One lay representative for each District
377 10.1.3 Sec 3 The officers of the SAU Southern Africa Union, of the SID Southern-Indian
378 Ocean Division and of the General Conference of Seventh-day Adventists are me mbers ex-
379 officio of the local conference executive committee; members. Hhowever, their membership
380 shall be in addition to the number detailed above. Any such officers exercising their voting
381 rights at any one meeting shall not make up more than ten percent 10 percent (10%) of the
382 committee membership present.
385 10.2 Sec 4. Delegated Authority: The executive committee of this conference the TOC is
386 delegated the authority to act on behalf of the constituents members between regular business
387 sessions, including the authority to elect or remove for proper cause officers, directors of
388 departments/services, boards and committee members.
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391 10.3 Sec 5. Administrative Authority: The executive committee shall have full administrative
392 authority to :
394 10.3.1 a. Fill for the current term any vacancies that may occur by death, resignation, or
395 otherwise, in its boards, committees, departments, or in offices which have been
396 filled by the business session. If a new president is to be elected, the ranking
397 officer of the Southern Africa Union Conference SAU or designee, shall serve
398 as chairperson of the executive committee.
402 10.3.2 b. Employ pastors, secretaries, teachers, and other persons as deemed necessary
403 for the work of the TOC.
407 10.3.3 c. Suspend, discipline or dismiss for proper cause any employee, subject to due
408 processes and applicable legislative and policy frameworks
410 10.3.4 d. Grant and withdraw credentials and licenses, provided that such a withdrawal
411 shall require the consent of at least two-thirds majority of the executive
414 10.3.5 e. Appoint a standing constitution and policy committee. The standing
415 constitution and policy committee shall function between the regularly
416 scheduled business sessions and shall submit its reports and detailed
417 recommendations through the TOC executive committee to the next regular
418 business session. It shall also assist all of the auxillary organizations that are
419 affiliated to the TOC in formulating/developing/drafting policies,
420 procedures, and constitutions.
422 f. Appoint the Conference Growth and Development Committee, with
423 their terms of reference.
425 g. To appoint committees, such as an administrative committee, with their
426 terms of reference .
428 Sec 6. Regular Meetings: The executive committee may schedule regular meetings at
429 such times and places as it may determine.
432 10.5.1 Sec 7. Special Meetings: Special meetings of the executive committee may be
433 called at any time or place by the president or, in his absence by the secretary. In
434 response to the written request of a majority of the members of the executive
435 committee, a special meeting shall be called by the secretary.
438 10.5.2 .
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440 10.6 Sec 8. Quorum: A quorum of the executive committee shall be 51% of the total
441 membership of the executive committee
443 10.7 Sec 9. Attendance:
444 Any committee member who fails to attend two consecutive executive committee
445 meetings without an apology or a valid reason may be replaced by the TOC executive
448 11. OFFICERS Article VI—Officers
450 11.1 Sec 1. The Executive Officers: The executive officers of this conference the TOC
451 shall be a President, a Secretary, a Treasurer, and Vice-president(s) if elected. The Secretary
452 and the Treasurer may be one individual known as the Secretary-treasurer. It is the duty of
453 these officers, in consultation with one another, to carry forward the work according to plans,
454 policies, and programmes voted by the constituency business session and/or the conference
455 executive committee. These plans, policies, and programs shall be in harmony with the
456 doctrines and actions adopted and approved by the General Conference of Seventh-day
457 Adventists in its quinquennial sessions.
459 a. President: The president, who shall be an ordained pastor of experie nce, is
460 the first executive officer and shall report to the executive committee of the
461 confe rence in consultation with the secretary and the treasure r. He shall act as
462 chairman of the constituency meetings business sessions and the executive committee,
463 and serve in the general interests of the TOC Trans Orange Conference as the business
464 session constituency and the executive committee shall determine. In his leadership he
465 shall adhere to the policies of the SAU Southern Union Confe rence, The Southern
466 Africa Indian Ocean Division and the General Conference of Seventh-day
467 Adventists, and work in harmony with the SAU executive committee, and in close
468 counsel with the SAU officers.
470 11.3.4 b. Secretary: The secretary, in association associated with the president as an
471 executive officer, shall serve under the direction of the executive committee and
472 shall act as vice-chairman of the executive committee. The secretary shall report
473 to the executive committee of the conference after consultation with the
474 president. It shall be the duty of the secretary to Kkeep the minutes of the
475 business sessions confe rence constituency meetings and of the executive
476 committee meetings, to 11.3.2 Ffurnish copies of these minutes to all members
477 of the executive and to the SAU officers of the Southe rn Africa Union
478 Conference. The secretary shall also be responsible for providing information
479 as may be requested by the president or by the executive committee, and shall
480 perform such other duties as usually pertain to the office.
483 11.4.1 c. Treasurer: The treasurer, in association associated with the president as an
484 executive officer, shall serve under the direction of the executive committee. The
485 treasurer shall report to the executive committee of the conference after consultation
486 with the president. The treasurer shall be responsible for providing fina ncial leadership
487 to the organisation which will include, but shall not be limited to receiving,
488 safeguarding and disbursing all funds in harmo ny with the actions of the executive
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489 committee; 11.4.2 for remitting all required funds to the SAU union, division and the
490 General Conference in harmony with SAU Southern Africa Indian Ocean Division
491 policy; 11.4.3 and for Providing financial information to the president and to the
492 executive committee. The treasurer shall also be responsible for furnishing copies of
493 the financial statements to the SAU Southe rn Africa Union officers. The treasurer
494 shall operate bank accounts approved by the executive committee.
496 11.4 Sec 2. Other officers: Other individuals may serve as officers of the TOC, such as vice-
497 president, associate secretary, and associate treasurer.
499 11.5 Annual Plans & Reports
501 All Executive Officers and Departmental Directors of the TOC shall prepare annual
502 plans and render annual reports, including audited annual financial statements, to the
503 Executive Committee and the constituency on the performance of the Conference and
504 Districts against set objectives.
508 12. DIRECTORS OF DEPARTMENTS / ASSOCIATIONS / SERVICES
510 Article VII—Directors of Departme nts/Associations/Services
512 Sec 1. Advisory Role: The directors of departments / associations / services of the TOC
513 this conference shall work under the direction of the executive committee of the
514 confe rence and the president. The directors and shall serve in an advisory capacity
515 relationship to the conference.
517 7.2.3 Sec 2. All Administrators and Departmental Directors shall prepare and render
518 reports on the scope of work and their offices’ respective cont ribution to the
519 advancement of the TOC purpose as per Article 2 of this Constitution, at the
520 Regular Business Session, which reports shall be distributed to the delegates at
521 least four weeks prior to the Business Session.
524 Sec 3. Annual Plans & Reports: All Executive Officers and Departmental Directors
525 of the TOC shall prepare annual plans and render annual reports, including
526 audited annual financial statements, to the Executive Committee and the
527 constituency on the performance of the Conference and Districts against set
530 12.1 Sec 4. Departme nts/Services Structure: Conference departments/services shall be
531 organized in harmony with the departmental/service structure of the General
532 Conference, but shall not necessarily duplicate the departments/services in the SAU,
533 division or General Conference.
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539 13. OTHER ORGANISATIONS Article VIII—Other Organizations
541 13.1 Sec 1. Unincorporated Organizations: The TOC Trans-Orange Confe rence may
542 carry on its ministry through unincorporated subsidiary organizations. Annual general
543 meetings of such organizations shall be held in accordance with the provisions of their
546 13.2 Sec 2. Corporations: The TOC Trans-Orange Confe rence may form corporate bodies
547 provided it obtains prior approval of the SAU Southe rn Africa-Indian Ocean
548 Division. Annual general Members hip meetings and elections of boards of directors
549 shall be held as provided by the constitution articles and bylaws of the corporations
550 and in harmony with applicable laws.
552 14. FINANCE Article IX—Finance
554 14.1 Sec 1. Tithes and Offerings: 14.1.1 The church funds managed by the TOC
555 this confe rence shall consist of such tithe, including direct tithe, as it shall be
556 assigned by policy and as received from within its territory, and such gifts,
557 legacies, bequests, devices, direct tithe, appropriations, reverted funds, and other
558 donations as may be made to it.
560 14.1.2 The executive committee is authorized to call for such special offerings and
561 donations as it may deem necessary to execute the work in the Conference
564 15 Sec 2. Policies: The portion of the Tithe which is reserved for this confere nce, as specified by
565 policy, and all other funds shall be used in harmony with the fina ncial policies of the Southern
566 Africa-Indian Ocean Division of the General Conference of Seventh-day Adventists; and in
567 the case of donations, their use shall be in harmony with specifications of donors and in
568 compliance with government regulations. Tithe is shared with the SAU union and division
569 and the General Conference on fixed percentages as set by the SID division executive
570 committee, and with the General Conference on fixed pe rcentages as set out and by the
571 Annual Council of the General Conference Executive Committee.
573 14.2.1. Delegated Authority
575 The portion of the Tithe which is reserved for this conference, as specified by policy, and all
576 other funds shall be used in harmony with the financial policies of the General Conference; and
577 in the case of donations, their use shall be in harmony with specifications of donors and in
578 compliance with government regulations. Tithe is shared with the SAU and the General
579 Conference on fixed percentages as set by the SID and the Annual Council of the General
582 16 Sec 3. Bank Accounts: The funds of the TOC this conference shall be safeguarded in
583 harmony with the financial policies of the Southern Africa-Indian Ocean Division of the
584 General Conference of Seventh-day Adventists. Monies shall be deposited in the name of the
585 Trans-Orange Conference of the Seventh-day Adventist Church, in regular or special accounts,
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586 in such banks or savings institutions, as the executive committee shall designate, and shall be
587 withdrawn only by persons authorized by resolutions of the executive committee.
589 Sec 4. Financial Statements: The Trans-Orange Confe rence shall annually prepare (seek
590 counsel) prepare annually appropriate statements of income and fund balances and shall
591 be responsible for the filing of any financial information directly with the Southe rn
592 Africa Union and the Southern Africa- Indian Division of the General Conference of
593 Seventh-day Adventists and, to the extent required by law, with any branch of local or
594 national governme nt.
596 Sec 5. Bank Account : Sub-organisations and Local Churches
598 The funds of the Sub-organisation and Local Churches shall be safeguarded in harmony with
599 the financial policies of the General Conference. Monies shall be deposited in the name of Sub-
600 organisations and Local Churches of the Seventh-day Adventist Church, in regular or special
601 accounts in such banks or savings institutions, as the Sub-organisation and Local Churches
602 shall designate, and shall be withdrawn only by persons authorized by resolutions of the
603 relevant committee of the Sub-organisation and/or Local Church Board.
607 16.1 Financial Statements
609 The TOC shall prepare annual financial statements of income and expenditure. The
610 treasurer shall be responsible for the filling of any fina ncial information directly with the
611 SAU and the SID and, to the extent required by law, with any bra nch of local or national
614 15. BUDGET, SALARY, REVIEW AND AUDIT
618 Article X—Budget, Salary Review, and Audit
620 15.1 Sec 1. Budget: The TOC Trans-Orange Conference shall prepare an annual budget in
621 harmony with the policies of the SAU Southern Africa Indian Ocean Division and SID of the
622 General Conference of Seventh-day Adventists.
624 15 Sec 2. Salary and Expense Review: The executive committee shall appoint an employee
625 remuneration committee of not more than seven (7) members, with the SAU treasurer or
626 designee serving as a chairperson, to review annually the salary and expense of al the TOC
627 employees and set salary rates for the subsequent year.
629 16 Sec 3. Independent Audit: All accounting records of the TOC this conference shall be audited
630 at least annually by an auditor designated by the General Conference Auditing Service; and An
631 audit report shall be compiled and presented by the TOC at its regular business session. All the
632 financial records of the TOC this conference or any of its subsidiaries , agencies, or institutions
633 shall at all times be open to the said auditor.
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635 16. INDEMNIFICATION Article XI—Indemnification
637 16.1 The TOC shall indemnify any person who is serving or have served as a member of the
638 executive committee, or as an officer or departmental director of the TOC (and his executor,
639 administrator, and heirs) against all reasonable expenses (including but not limited to,
640 judgments, costs and legal fees) actually and necessarily incurred by him/her in connection with
641 the defense of any litigation, action, suit or proceedings, civil, criminal or administrative, to
642 which he/she may have been a party by reason of being or having been a member of the
643 executive committee, or an officer or departmental director of the TOC, except he/she shall
644 have no right to reimbursement for matters in which he/she has been adjudged liable to the TOC
645 for negligence or misconduct in the performance of his/her duties.
647 Sec 1. To the extent permitted by law, this conference shall inde mnify any pe rson who
648 was or is a party or is threatened to be made a party to a ny threatened, pending, or
649 completed action, suit, or proceeding, whethe r civil, criminal, administrative, or
650 investigative, because he/she is or was a me mber of the conference executive committee or
651 an officer, e mployee, or agent of the conference against expenses (including legal fees),
652 judgments, fines, and amounts paid in settlement actually and reasonably incurred by
653 him/her in connection with such action, suit, or proceeding if he/she acted in good faith
654 and in a manne r he/she reasonably believed to be in or not opposed to the best interest of
655 the conference, and, with respect to any criminal action or proceeding, had no reasonable
656 cause to believe his/her conduct was unlawful.
659 16 Sec 2. This right of indemnification shall be in addition to, and not exc lusive of, all other rights
660 to which such member of the executive committee, or an officer or departmental director may
661 be entitled to.
664 17. AMENDMENTS Article XII—Amendments
667 Amendment, Revision, and Repeal: The bylaws of this conference which are essential to the unity
668 of the Church worldwide, and are designated in bold print s hall be amended or revised from time
669 to time in order to comply with changes to the Model Local Conference Constitution and Bylaws
670 as voted by the General Conference Executive Committee in its annual meetings. Such
671 amendme nts or revisions shall be approved by a two-thirds majority vote of the delegates present
672 and voting at any duly called constituency meeting of the local conference. Other sections of the
673 bylaws may be amended, revised, or repealed, in like manner, provided s uch changes are in
674 harmony with the spirit of the Model Local Conference Constitution and Bylaws, and have been
675 processed through the conference executive committee. Notice of any proposed changes to the
676 constitution and bylaws of this confe rence shall be given specifically in conjunction with the
677 publication of notice for the session.
680 17 Amendment, Revision and Repeal: The constitution of the TOC may be amended, revised and
681 repealed at any duly called business session by two-thirds (2/3) majority vote of the delegates
682 present and voting at any such business session of the TOC, provided that if it is proposed to
683 amend the constitution at any specially called business session, such changes to be in harmony
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684 with the spirit of the Model Conference Constitution and Bylaws. Notice of such proposed
685 amendments shall be given specifically in conjunction with the publication of notice for such
686 special business session.
689 17.1 Amendments to Sections Essential to World Unity
691 The sections of this Conference constitution which are essential to the unity of the Church
692 worldwide, and are designated in bold print in the Model Confere nce Constitution and Bylaws,
693 shall be amended or revised from time to time only in order to comply with c hanges to the
694 Model Conference Constitution and Bylaws as voted by the General Confere nce executive
695 committee in its annual meetings.
698 ARTICLE XIII ACQUISITION OF IMMOVABLE
699 PROPERTY, GIFTS AND LEGACIES
701 18.1 Sec 1. Trustee
703 Any immovable property bequeathed to, or acquired by, or on behalf of the TOC shall be held
704 in trust for the TOC by SEDCOM (Incorporated Association Not for Gain) (hereinafter referred
705 to as SEDCOM) to whom it shall be transferred in due form of law in its capacity as trustee for
706 the TOC.
708 18.2 Sec 2. Acceptance of Assets
710 Any gifts, legacies or bequests to or in favour of the Trans-Orange Conference of the Seventh-
711 day Adventist Church shall be sufficiently accepted, if accepted by SEDCOM and any other
712 gifts, legacies, or bequests, in so far as they consist of immovable property shall be transferred
713 to SEDCOM as trustee for the TOC in accordance with clause 18.1.
715 18.3 Sec 3. Powe rs of Administration
717 In its capacity as trustee of the TOC, SEDCOM, its council and trustees, shall have the power to
718 receive and collect any and all rental, income or interest which may accrue and/or be receivable
719 and to that end shall have power for the purpose of the administration of the trust to buy, sell,
720 let, deal with and/or hire immovable and movable property and to give and take transfer of the
721 same; to pay all rates, taxes, insurance premiums and any other charges on and pertaining to
722 such immovable and movable property; to buy and sell all and any shares or other assets and
723 securities; to pass and register and to cancel, cede and make over mortgage bonds; to institute
724 and defend legal proceedings in any competent court and to sign all documents which they may
725 deem desirable or required to give effect to the powers vested in such trustees and for such
726 purposes to appoint such attorneys and agents as they in their sole discretion may decide and to
727 recover from the TOC all expenses and disbursements and also any administrative expenses
728 which they may incur pursuant thereto.
732 18.4 Disposal of Assets
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734 Property held by SEDCOM on behalf of the TOC shall be alienated by SEDCOM as and when
735 authorised by a resolution of the executive committee of the TOC, agreeing to the same and/or
736 transfer of such property, provided that such authorization is in accordance with this
737 constitution, and also the constitution of SEDCOM.
740 18. DISSOLUTION
742 19.1 Procedure
744 The TOC may be dissolved only by a two-thirds (2/3) majority vote of the delegates present and
745 voting at any regular or special session of the TOC, provided that if it is proposed to dissolve
746 the TOC at a special business session, notice of the proposal to dissolve shall be given in the
747 call for the business session.
749 19.2 Disposition of Assets
751 19.2.1 Should the TOC terminate its activities, or should it be superseded by another
752 organization, the decision to dissolve the TOC shall include instructions for the
753 disposition or the administration of immovable and any other property, and
754 SEDCOM, as the trustee shall have the power to act upon such instructions,
755 provided that it is in accordance with its constitution.
757 19.2.2 In the event of the dissolution of the TOC , all assets remaining
758 after all claims have been satisfied shall be transferred to a legal entity
759 authorized by the Southern Africa-Indian Ocean Division (SID) of the General
760 Conference of the Seventh-day Adventists.
763 SCHEDULE 1
766 1. DISTRICTS
768 1.1 Territorial Administration
770 1.1.1 The Conference shall conduct its work in this territory through its
771 districts who in turn shall act in accordance with the model TOC District
772 Constitution. Each district to operate within a specific territory.
775 1.1.2 The duly organised districts are :
777 220.127.116.11 Central Transvaal
778 18.104.22.168 Diamond Heritage
779 22.214.171.124 East Rand
780 126.96.36.199 Far West
781 188.8.131.52 Free State
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782 184.108.40.206 Golden West
783 220.127.116.11 Highveld
784 18.104.22.168 Lowveld
785 22.214.171.124 Mafikeng
786 126.96.36.199 North East
787 188.8.131.52 North West
788 184.108.40.206 Orange Vaal
789 220.127.116.11 Vhe mbe
790 18.104.22.168 West Rand
793 1.1.3 Territorial adjustment of the districts shall be effected by
794 the executive committee, at least four (4) weeks before the
795 business session.
797 1.2 District Directors
799 1.2.1 The executive committee shall elect district directors to assist with the
800 general administration of the work in the various districts of the
803 1.2.2 The district directors shall serve as chairpersons of the district
804 management board operating in their respective territories.
806 1.2.3 The district director shall present a report of the work in his district at the
807 directors’ meeting chaired by the president / his fellow officer. This
808 meeting will take place three (3) times a year at such time as the
809 president shall decide.
812 1.3 District Management Board
814 1.3.1 The District Management Board shall manage all district programs and
815 activities aimed at the fulfillment of the gospel commission in the
819 1.3.2 The District Management Board and District Director shall report to and
820 work in close conjunction and co-operation with the Executive
821 Committee of the Conference. It shall adhere to the policies of the Union
822 Conference and the General Conference.
824 1.3.3 District Management Board shall be comprised of :
826 22.214.171.124 one elder from each organised church of the
828 126.96.36.199 all the pastors in that district
829 188.8.131.52 lay representative in the TOC Executive Committee
830 184.108.40.206 all district council leaders.
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832 The Conference officers are ex-officio members of district management
836 1.3.4 The District Management Board shall elect the secretary and the treasurer,
837 who together with the District Director, lay representative of the district to
838 the TOC Executive Committee, one lay representative representing each
839 zone in the district and the pastors shall constitute the District Executive
841 1.3.5 The District Executive Committee shall act on behalf of the District
842 Management Board between the District Management Board meetings in
843 furtherance of the objectives as stated in the respective District
846 1.3.6 The District Management Board shall have the full authority to:
848 220.127.116.11 fill any vacancies that may occur by death,
849 resignation or otherwise, in the district council leadership;
851 18.104.22.168 withdraw from serving as council leader any
852 such leader who may be proved to be in violation of
853 the principles and policies of the Seventh-day Adventist Church, by deed, word, or
856 22.214.171.124 nominate a district representative to the TOC Executive Committee
858 1.3.7 The district management board shall meet o nce a quarter at such time and
859 place as the district director shall decide. The district council leaders shall be
860 expected to render reports of the activities of the council at such meetings.
862 1.4 Organisation of districts
864 1.4.1 For the purpose of organised ministry, the districts shall be
865 organised into following ministries :
866 126.96.36.199 Adventist Men Council
867 188.8.131.52 Adventist Youth Council
868 184.108.40.206 Children Ministries
869 220.127.116.11 Community Service Council
870 18.104.22.168 Dorcas Federation
871 22.214.171.124 Education Council
872 126.96.36.199 Evangelism Council
873 188.8.131.52 Health and Temperance Council
874 184.108.40.206 Stewardship Council
875 220.127.116.11 Women Ministries
876 18.104.22.168 Any such councils that the district manage ment board may
877 deem necessary
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879 1.4.2 Each council shall comprise of members serving their churches in those
880 respective departments.
882 1.4.3 Various councils shall appoint leaders, whose term of office shall be
883 prescribed by the various Conference departmental manuals, regardless
884 of whether or not they are re-elected in their local churches.
886 1.5 The district council leaders shall be members of the Conference council organized
887 by each respective Conference departmental director.