MEMORANDUM OF ASSOCIATION
THE TECHNICAL ANALYST'S SOCIETY OF SOUTHERN AFRICA
to be incorporated as a Company limited by Guarantee
The name of the company is " TECHNICAL ANALYST'S SOCIETY OF
(1) the purpose and objectives of the Society shall be to:
Maintain a professional society for technical analysts.
Define and maintain the rules of conduct and the membership
requirements appropriate to a body with professional status.
Further the interest in and knowledge of technical analysis
among the members of the Society, the business and academic
communities and the public at large.
Evaluate and accredit courses and courseware for training in
Maintain and control a register of Consulting Technical Analysts,
and to make it available on request.
Establish links with professional associations and other Societies
for technical analysts, to promote the professional standing
of the Society and its members and to obtain accreditation and
recognition from similar Societies elsewhere and any other purpose
or objective Exco may decide and which is consistent with the
above objectives of the Society.
To hold conferences and meetings and encourage a national exchange
for the discussion of professional affairs, information, data,
business practices, local customs and all matters related to
technical analysis for the purpose of adding to the knowledge
of the members.
To maintain, improve, develop and encourage the highest standards
of professional ethics and competence amongst analysts.
And in furtherance of these objectives and subject to the provisions
of clause 3 the Association shall have the following powers:
To borrow or raise or secure the payment of money insuch
manner as the Board may think fit and to secure the same orthe
repayment or performance of any debt liability contract guarantee
or other engagement incurred or to be entered into by the Association
in any way and in particular by the issue of debentures perpetual
or otherwise charged upon all or any of the Association's property
and to purchase, redeem or pay off any such securities.
To make, draw, accept, endorse, discount, execute and issue
promissory notes, bills of exchange, bills of lading and other
negotiable or transferable instruments.
To take or hold mortgages, liens and charges to secure payment
of the purchase price or any unpaid balance of the purchase
price, of any part of the Association's property of whatsoever
kind sold by the Association or any money due to the Association
from purchasers and others.
To take any gift of property whether subject to any special
trusts or not for any one or more of the objects of the Association.
To make donations for patriotic or charitable purposes.
To do all such other acts and things as are incidental or conducive
to the attainment of the objects and the exercise of the powers
of the Association.
- (i) The income and property of the Association howsoever derived
shall be applied solely towards the promotion of the objects of the
Association as set forth in its Memorandum of Association (as amended
from time to time) and, subject only to sub‑clauses (5) and
(i) and (ii) below, no portion thereof shall be paid or transferred
directly or indirectly by way of dividend, bonus or otherwise by way
of profit to members of the Association.
(ii) Nothing herein contained shall prevent the payment in
good faith for or on account of any of the following:
reasonable and proper remuneration to any officer or member
of the Association in return for any services actually rendered
to the Association and repayment of out of pocket expenses reasonably
and properly incurred in the performance of such services provided
that no member of the Board shall be paid a salary or fee in
respect of the appointment to or holding of any office of the
goods/services supplied to the Association in the ordinary
course of business;
interest on money lent to the Association at the rate for the
time being charged by bankers in Sydney for overdrawn accounts;
reasonable and proper rent for premises used or let to the
(iii) Nothing herein contained shall prevent the payment
of any amount pursuant to sub‑clause 3(ii) (d) of this clause
to any company of which a member of the Board may be a member. Such
member shall not be bound to account for any share of profits
he may receive in respect of such payment.
The liability of the members of the Association is limited.
Every member of the Association undertakes to contribute to the
assets of the Association in the event of its being wound up while
he is a member or within one year after he ceases to be a
member for payment of the debts and liabilities of the Association
contracted before the time at which he ceases to be a member, and
the costs, charges and expenses of winding up and for an adjustment
of the rights of contributories among themselves such amount as
may be required not exceeding R10.00.
If upon the winding up or dissolution of the Association there
remains, after 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
similar objects to the objects of the Association and which shall
prohibit the distribution of its or their income and property among
its or their members to an extent at least as great as is imposed
on the Association under or by virtue of clause 3 hereof, such institution
or institutions to be determined by the members of the Association
at or before the dissolution, and if so far as effect cannot be
given to the aforesaid provisions, then to some charitable object.
True accounts shall be kept of the sums of money received and expended
by the Association and the manner in respect of which such receipt
or expenditure takes place and of the property, credits and liabilities
of the Association and subject to any reasonable restrictions as
to time and manner of inspecting the same that may be imposed in
accordance with the Articles of the Association for the time being
shall be open to the inspection of members. Once at least
in every year the accounts of the Association shall be examined
and the correctness of the balance sheet ascertained by one or more
properly qualified auditor or auditors.