THE INSTITUTE OF ADMINISTRATION AND COMMERCE
GENERAL BY-LAWS
Being By-laws made by the Board of Directors in terms of Article 42 of the Articles of Association of the Institute.
Interpretation
1. Any word or expression used in the Articles of Association of the Institute shall bear the same
meaning as such word or expression bears in these By-laws. Any reference in these By-laws to an
Article or the Articles shall be deemed to be a reference to the Articles of Association of the Institute.
Mission Statement:Goals and Objectives
2. It is the aim of the Institute of Administration and Commerce to promote actively their sectors
utilization and development of qualified manpower through the achievements of the higher standards of
professional competence and ethical conduct amongst its members.
MEMBERSHIP MATTERS
Grades of Membership
3. There shall be the following grades of membership:
(a) Accounting Officers
With all the powers and privileges of a full member as provided for in the Articles and these By-Laws and the right to vote at general meetings;
(b) Fellow Members
With all the powers and privileges of a Full Member, including the right to vote at general meetings;
(c) Full Members
With all the powers and privileges of a member as provided for in the Articles and these By-laws and the right to vote at general meetings;
(d) Honorary Life Fellows
As contemplated in Article 9 and clause 7 of the By-Laws;
(e) Accounting Technicians
As contemplated in clause 8;
(f) Corporate Members;
(g) Associate Members.
Qualifications of Members
4. An Accounting Officer shall be any member who has achieved the following: - A person who has
completed an IAC diploma in Accounting, Cost and Management Accounting and IAC Diploma in
Company Secretaries.
A person who has completed a recognized post-matric qualification with the same evaluation as an IAC diploma, namely Senior Certificate plus three years (NQF level 6) and provided that the subjects passed are relevant to the IAC subjects, and that the qualification is recognized by the IAC. For example, the following qualifications are acceptable:
Degree B. Com / B. Accounting. Science etc
Diploma-Institute of Chartered Secretaries & Administrators (ICSA)
B.Tech and National Diplomas, obtained from South African Universities of Technology (where the curricula are relevant to the IAC curricula).
To be registered as an accounting officer for close corporations, an applicant must, in addition to his/her academic qualification(s), also meet the following criteria:
Core Subjects
4.1 To have majored in Financial Accounting (iii)
4.2 To have passed Income Tax
4.3 To have passed Company Law in terms of South African Legislation.
4.4 To have passed auditing (i) or internal auditing (ii)
4.5 To have gained a MINIMUM of three years supervised (monitored & learnership) training, under the
guidance of an IAC, CA, SAIPA, CIS or CIMA practioner. OR
To have gained a MINIMUM of six years relevant, practical accounting experience at Management or a supervisory level.
5. A Fellow Member shall be any fit and proper person, whether a Full Member or otherwise who has:
(a) Achieved in his or her chosen profession or occupation; or
(b) Made a contribution to the advancement, improvement or promotion of the interests of the Institute;
or
(c) Made a significant contribution to the life of his or her profession, occupation, community, region or
country,
(d) Who has not been convicted for an offence related to dishonesty or violence or been found guilty of
professional misconduct.
and who has been a full member of the Institute for no less than 5 years.
6. A Full Member shall be any person, whether a citizen of South Africa or otherwise, who has achieved
a post-school tertiary qualification in:
(a) Accounting
(b) Management;
(c) Administration in the public or private sector;
(d) Law
(e) Any of the health professions including nursing, paramedic services and the like, as the Board may
from time to time agree;
(f) Commerce;
(g) Industry; or
(h) Public affairs,
and who is a fit and proper person to be a Full Member, and who has not been convicted for an offence related to dishonesty or violence or been found guilty of professional misconduct.
7. An Honorary Life Member of the Institute shall be any Fellow Member, Full Member or Corporate
Member who for devoted service to the Institute or service of a high order to the Institute over a
period of years, merits the honour of being made an Honorary Life Member. An Honorary Life Member
shall not be eligible to serve as a director or to vote at general meetings.
8. An Accounting Technician shall be any person who has completed a two-year learnership registered
with the (Institute, ICB and FASSET) and has successfully completed 10 of the 14 IAC accredited
subjects or the equivalent as determined in clause 4.
9. A Corporate Member shall be any corporate entity, which chooses to fulfil the role of a Corporate
Member and as such to serve and promote the interests of the Institute.
10. An Associate Member shall be any person who does not qualify for any other grade of membership
of the Institute and includes any student undertaking post-school studies at any public or private
institution of learning.
Sub-Categories of Members
11. The Board may from time to time if it considers it expedient to do so, organise the body of Fellow,
Full and Associate Members into the following Sub-categories:
(a) Accounting and finance
(b) Management;
(c) Administration, with if necessary a distinction being made between public and private administration;
(d) Law;
(e) Any of the health professions including nursing, paramedic service and the like;
(f) Commerce;
(g) Industry;
(h) Public affairs, and the pace of the establishment of sub-categories shall be dependent on there being
a viable number of members in each sub-category.
12. Where sub-categories are established, the Board, a regional committee, a centre committee or a
foreign committee shall from time to time strive to arrange professional discussion groups, seminars,
conferences and newsletters for the purpose of promoting continued professional development.
Membership Certificates
13. Each person who becomes a member of the Institute shall be provided with a certificate on an
annual basis upon payment of annual membership fees, setting out the grade of membership and the
sub-category in which that member has been placed. A Certificate, which has expired, is deemed
to be invalid.
14. All membership certificates are and remain the property of the Institute and shall, upon written
demand being made, be surrendered to the Institute.
Renewal of Membership
15. Admission as a member shall be at the soul discretion of the Institute and the Institute shall be under
no obligation to except or renew the membership of any person.
GENERAL ADMINISTRATIVE MATTERS
Procedure at Meetings
16. The following procedures shall apply at all general meetings and Plenary meetings:
(a) Members desiring to speak shall do so in the order recognised by the Chair.
(b) No member may address a meeting for longer than five (5) minutes but may be permitted to continue
to do so if the Chair so agrees.
(c) A member may rise on a point of order while another member is speaking, in which event the member
speaking shall resume his or her seat until the point of order has been dealt with by the Chair
whereafter the speaker may resume his or her speech. Time used in dealing with a point of order shall
not be counted in the time allowed to a speaker.
(d) A point of order shall be confined to a matter of relevance relating to the matter under discussion
and nothing else.
(e) Any member present may move a motion relating to a matter on the agenda or with the permission of
the Chair, any other matter that is under discussion. Motions shall not be moved by proxy.
(f) Any other member present may move an amendment to the motion referred to in paragraph (e):
Provided that no amendment shall constitute a negative to the motion.
(g) The mover of a motion or of an amendment, irrespective of whether they have spoken for the
permitted length of time may address the meeting for a period of five (5) minutes in support of the
motion or amendment as the case may be.
(h) Members present at a meeting shall conduct themselves with decorum and shall respect the Chair.
(i) Any member or other person present at a meeting who shows disrespect for the Chair or who uses
foul or abusive language or who threatens or physically attacks any person present shall be required
forthwith to leave the venue and if that person fails or refuses to leave such venue, he or she may
forcibly be ejected.
(j) Any member who contravenes the provisions of paragraph (i) shall be deemed to have committed
misconduct and be subject to the provisions of these By-laws relating to misconduct.
Proxies
17. (1) The format of a proxy form shall be as prescribed by the Board.
(2) When at general meetings a vote is to be taken on any matter, the person in the Chair shall
enquire whether any proxies had been given on that matter.
(3) Any member present holding a proxy on that matter shall forthwith in terms of Article 26
declare and vote his or her proxies subject to Article 27.
(4) The proxies referred to in (3) above shall form part of the records of the meeting concerned.
Polls
18. (1) In the event of a poll being demanded in terms of Article 20, the Chief Executive Officer shall
frame a ballot paper for the purpose in such a manner that any member voting in a poll will
simply be required to place a cross either for or against a proposition briefly stated on the
ballot paper and return the paper in a sealed envelope to the Office.
(2) All ballot papers returned in accordance with (1) above shall be opened and counted under the
supervision of an independent scrutineer.
ETHICS
The IAC as an Ethical Body
19. The directors, members and employees of the Institute commit themselves to conduct their affairs
and business according to a high ethical standard.
Ethical Codes
20. (1) The Board may from time to time frame, adopt and amend codes of conduct for members and
in doing so may frame, adopt and amend such codes for the sub-grades of members provided
for in By-law 9.
(2) There shall be a Code of Conduct for Directors, which shall commit all directors to good and
honest corporate governance.
(3) Every member and director shall be given a copy of the code applicable to him or her and shall
sign for the receipt thereof, which signed receipt shall be prima facie proof that the person
concerned has read and understood the code in question.
(4) Any breach of any code provided for in this By-law, shall be deemed to be misconduct.
MISCONDUCT
By-laws made in accordance with paragraph 6(c) of the Memorandum of Association and Article 36(k) of the Articles.
Misconduct: What is
21. Without in any way limiting the meaning of the term misconduct, such term includes any director
or member who:
(a) breaches any code of conduct referred to in By-law 18(1) or (2); or
(b) brings the good name of the Institute into disrepute or public contempt or ridicule; or
(c) is found guilty by a court of law of an offence relating to dishonestly, corruption or violence; or
(d) takes or uses assets or property of the Institute for his or her use or for the use of his or her
spouse, partner or a family member; or
(e) wastes the resources of the Institute in fruitless expenditure or who without the prior authority
of the Board, incurs expenditure which is not provided for in the budget of the Institute; or
(f) falsifies any document including a document relating to an educational qualification, for the
purpose of his or her or another person becoming a member of the Institute or in a particular
grade of membership of the Institute.
Procedure for dealing with Misconduct
22. (1) Any member or director of the Institute who has good reason to believe that another member
or director of the Institute has committed misconduct shall notify the Chief Executive Officer
who shall forthwith notify the President.
(2) The President and the Chief Executive Officer shall examine the case put before them and if of
the opinion that it is a prima facie case of misconduct, the President shall take the following
steps:
(a) From among the number of directors establish a panel consisting of two directors and an
independent person who must be a person with knowledge of law who shall be the
chairman of the panel;
(b) in consultation with the chairman of the panel select a venue for a hearing and a date or
dates when the hearing will take place;
(c) in writing notify the member or director concerned of: the nature of the charge against
him or her together with any documentary evidence on the matter; the date, time and
place where the hearing is to be held; and inform the member or director concerned that
he or she may be accompanied by and be represented by another person who may be a
legal practitioner;
(d) appoint an employee, director or member to lead the evidence against the member or
director concerned.
Powers and Duties of the Panel
23. The panel shall convene on the date and at the time and place designated for the hearing and so
given to the member in the notice referred to in By-law 20(2)(c).
24. Should the member or director concerned fail to appear at the hearing or should such person,
verbally or in writing state that he or she will not attend the hearing, the panel shall on the evidence
before it attempt to determine the matter and report thereon to the President.
25. Should the member or director concerned appear at the hearing, the following procedure shall be
followed:
(a) the person appointed in terms of By-law 20(2)(d) shall place before the panel all documentary
evidence relating to the charge of misconduct and call and examine any witness to give
evidence thereon;
(b) thereafter the person charged with misconduct may personally or through his or her
representative adduce documentary evidence and call and examine witnesses, including himself
or herself, in rebuttal of the charge against him or her;
(c) either party may cross-examine a witness called by the other party.
26. (1) The chairman of the panel shall enquire from any person giving evidence whether he or she
wishes to do so under oath or affirmation but is not obliged to do so.
(2) Should a person referred to in (1) above agree to give evidence under oath, such oath shall be
administered by the chairman of the panel in the following form:
“I (name) do swear that the evidence I give will be the truth to the best of my knowledge”.
(3) Should a person referred to in (1) above agree to give evidence under affirmation, such
affirmation shall be administered by the chairman of the panel in the following form:
“I (name) affirm that the evidence I give will be the truth to the best of my knowledge’.
(4) In weighting the evidence of a witness the panel shall be entitled to take into account whether
it was given on oath or affirmation or otherwise.
27. The chairman of the panel shall regulate its proceedings and shall be responsible for the keeping of
good order during such proceedings and may require that any person from the venue who is
disruptive or unruly be ejected therefrom. The said chairman may from time to time adjourn the
proceedings of the panel.
28. The Chief Executive Officer shall ensure that a proper record is kept of the proceedings of the panel.
At the Conclusion of a Hearing
29. (1) After all evidence has been heard and the parties concerned have addressed the panel on the
charge(s) before it, the panel shall consider and evaluate all the evidence and reach a finding
on the matter.
(2) The panel may find that the member or director concerned is guilty as charged or not guilty or
that insufficient evidence has been adduced on which to base a finding of guilty or not guilty.
(3) Where the panel finds the member or director concerned guilty as charged, it shall also
determine an appropriate penalty as provided for in By-law 28 and report accordingly to the
President, with a copy to the member or director concerned.
(4) Where the panel is unable to reach a finding of either guilty or not guilty, it shall so report to
the President.
Penalties
30. (1) The penalty for misconduct, depending on the seriousness of the misconduct and its effect on
the integrity or viability of the Institute may be:
(a) loss of membership; or
(b) suspension of membership; or
(c) a reprimand; or
(d) a written warning.
(2) Where the penalty is loss of membership, the membership of a member shall cease on the day
that the President in terms of By-law 29 in writing confirms the penalty by the panel to that
effect and the member concerned shall forthwith surrender his or her membership certificate to
the Chief Executive Officer who shall make a note to that effect in the Member’s Register.
Where the member found guilty of misconduct is also a director, such person shall with
immediate effect also cease to be a director and the company secretary shall make an
appropriate entry to that effect in the records of the Institute.
(3) A penalty in the form of a reprimand or written warning shall be conveyed to the person
concerned under the hand of the President.
Duties of the President
31. Upon receipt of the findings of the panel in terms of By-law 22 or By-law 27(3) or the findings of the
Board in respect of an appeal, the President may after a period of ten (10) days confirm the finding
and penalty or refer the matter back to the panel for reconsideration, in which event the panel shall
reconvene and after further considering the matter report again to the President who must either
confirm the finding and penalty or, in writing to the Board give reasons why he or she does not
accept such finding and penalty, with recommendations as to what the finding and penalty should
be. In the event of the President reporting to the Board as aforesaid, the matter shall be treated as
an appeal in terms of By-law 30.
Appeal
32. (1) Any member or director charged with misconduct who is aggrieved at the finding and penalty
determined by the panel may, within ten (10) days of being informed thereof, appeal to the
Board.
(2) Any appeal to the Board in terms of (1) above shall be in writing and shall set out the basis of
the appeal, whether it is against the finding or the penalty or both and state the relief sought
by the appellate.
(3) The Board shall consider any appeal referred to it including the reference of a matter to it by
the President in terms of By-law 29 and in connection therewith may call and examine any
witness or call for and examine any document which it may consider relevant to the matter
under consideration, after which it may:
(a) confirm the finding and penalty determination of the panel; or
(b) vary the finding and penalty determination of the panel; or
(c) set aside the finding and penalty determination of the panel,
and refer the mater to the President for consideration in terms of By-law 29.
(4) The effect of any finding by the Board in terms of By-law 22 or By-law 27(3) shall
be suspended if an appeal is made until the appeal has been determined and the penalty
confirmed or otherwise.
Discharge of Panel
33. Once a charge of misconduct has finally been dealt with, the panel shall be discharged from office on
the date that the President takes a final decision.
Repeal and commencement
34. (1) All prior By-laws of the Institute are hereby repealed.
(2) The provisions of these By-laws commence in operation on the date of their adoption by the
Board.
Citation
35. These By-laws shall be called the IAC By-laws, 2007.
