Memorandum of Association

8 Jun 1967

 

           

MEMORANDUM      OF     ASSOCIATION

 

                                    OF

 

            OPERATION WILDFLOWER

Registered in terms of section 21. of the Companies Act No.46. of 1926, as amended

1. The name of the Association is OPERATION WILDFLOWER.

2. The registered office of the Association will be situate in the Transvaal Province.

3. The Main Object for which the Association is established is as follows:

To rescue indigenous Flora in South Africa and in any other country or territory selected from time to time by the Association as suitable for its operations, which said Flora might otherwise be destroyed or be threatened by destruction for any reason or from any cause whatsoever: further, to protect, maintain and otherwise take steps to ensure that such Flora will be preserved for posterity.

In furtherance and for the effective promotion of the above Main Object, the following are subsidiary and ancillary thereto provided that the company does not embark upon trading of any nature.

(a) To enlist the co-operation and assistance of all persons, corporations, companies and organisations and of all municipal, provincial and government departments and bodies with the view to promoting the aforesaid Main Object and the further objects referred to in this Memorandum.

(b) To establish contact with all bodies whose activities may result in the possible destruction of wild flora and to obtain prior notice from these bodies of any activities calculated or likely to harm, damage or destroy such wild flora.

(c) To obtain permission from any or all appropriate authorities for inspecting and visiting any area in this country or elsewhere containing or likely to contain wild flora worthy of preservation.

(d) To obtain permission from any authority or person for the removal of wild flora of all kinds and descriptions so that these or specimens of these may be preserved for posterity.

(e) To obtain the assistance and co-operation of all persons and authorities with the view to rescuing, collecting and transporting specimens of wild flora so that these may be preserved and re in such places and under such circumstances as the Association might decide upon in each and every case.

 (f) To establish regional representatives through-out South Africa and elsewhere and to organise and carry into effect rescue operations for the purpose of collecting and obtaining wild flora deemed worthy of preservation.

 (g) To establish contact with similar, related, or associated organisations anywhere in the world with the view to obtaining all necessary information directly or indirectly affecting any of the objects of this Association: similarly, to establish contact with all recognised authorities any in the world whose views and opinions may be calculated to assist in any way the objects of this Association.

 (h) To support present and future legislation dealing with nature conservation and any of the aspects thereof with the view to preserving the indigenous wild flora of South Africa and elsewhere as provided in the Main Object,

 (i) To supply books, newspapers, magazines, pamphlets, circulars, papers, periodicals, give lectures, place advertisements and arrange for and supply radio and broadcast talks or material.

 (j) To promote, organise, manage, conduct, provide or assist meetings, discussions, lectures, study circles, shows, competitions, and exhibitions, and to produce and display pictures, posters, models, dioramas, works of art or interest, cinematograph files, gramaphone and phonographic records.

 (k) To establish and maintain laboratories, research institutions, farms, forests, plantations, nursery gardens, gardens, museums, libraries, reference libraries, circulating libraries, reading and writing rooms,

 (1) To offer, give and contribute towards prizes, awards, rewards and donations for any purpose whatsoever, and to promote, establish and maintain scholarships and bursaries and to remunerate or rewar4 any person for research work.

 (m) To become a member of any other associations, whether incorporated or not, whose objects are wholly arm part-similar to those of the Association, and to communicate to or obtain from other associations information likely to benefit or further the main object of the associations.

 (n) To cultivate and work estates, lands and properties, whether belonging to the Association or not, and to develop the resources thereof by draining, irrigating, clearing-, fencing, and planting same, particularly with the view to conserving, preserving and establishing the wild flora of South Africa on such estate lands and properties.

 (o) To purchase or by other means acquire, take out or assist to procure, prolong and renew throughout the world or any part or art thereof, any patents, patent rights, brevets d’invention, licenses, options, protections and concessions, and secret or other information as to any inventions, or discoveries, or any copyrights or trade marks, or any interest in any of the foregoing which may appear likely to be advantageous or useful to the Association.

 (p) To purchase, take on lease, exchange, license, hire, accept in donation, or otherwise acquire, sell, deal in, and turn to account property and rights of all kinds, real and personal, movable and immovable. To buy, repair, convert, and alter machinery, chemical plant, implements and rolling stock; and to acquire fixed and movable machinery, tools, engines, boilers, plant, implements arid patterns.

 
(q) Subject to paragraph 4, of this Memorandum, to invest in Government or Municipal Stocks or Banks or Building Societies registered as such in the
Republic of South Africa, to spend any moneys on such terms as the Association may determine, and to guarantee the performance of any contracts, convenants or obligations, and to enter into any contracts.

 
(r) To open or operate on any banking account or accounts and to make, draw, accept, endorse, discount and issue cheques, promissory notes, bills of exchange, debentures and other negotiable or transferable instruments.

 
(s) To raise and borrow any money in such manner and upon such terms as the Association may determine and to pledge as security for the repayment of such money the whole or any part of the property, assets and revenue of the Association, and to execute such documents or pledge, mortgage or guarantee as may be required in connection with any money so borrowed.

t) To admit any persons, associations, societies, firms or bodies of persons to be members or associates or honorary members or life members of the Association on such terms and to confer on them such privileges and rights as the Association may determine.

 
(u) To compensate employees and servants of the Association for any loss or damage sustained whilst in the employ of the Association.

 
(v) To do all such other things as are incidental or conducive to the attainment of the above main object.

 
4. The income and property of the Association whencesoever derived shall be applied solely towards the promotion of the objects of the Association, as set forth in this Memorandum of Association, and no portion thereof shall be paid or transferred, directly or indirectly, by way of dividend, bonus, or otherwise howsoever by way of profit, to the members of the Association Provided that nothing herein contained shall prevent the payment in good faith of remuneration to any officer or servant of the Association or to any member thereof, in return for any services actually rendered to the Association.

5. The liability of the members is limited by guarantee.

6. Every member of the Association undertakes to contribute to the assets of the association, in the event of the same being wound up during the time that he is a member, or within one year afterwards, for payment of the debts and liabilities of the association contracted before the time at which he ceases to be a member, and of the costs, charges and expenses of winding up the same, and for the adjustment of the rights of the contributories amongst themselves, such amount as may be required not exceeding R2.OO.

 
7. If, upon winding up or dissolution of the Association, there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among the members of the Association but shall be given or transferred to some other institution or institutions having objects similar to the objects of the Association, to be determined by the members of the Association at or before the time of dissolution, and in default thereof by the Minister.

 
WE, the several persons whose names, addresses and occupations are subscribed, are desirous of being formed into a Company in pursuance of this Memorandum of Association.

Written by Administrator
Created: Thursday, 24 May 2007 00:40
Last Updated: Thursday, 07 June 2012 04:32
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