Membership
Membership: Application
Any person may apply for membership by signing an application form as prescribed by the Board. There are two classes of membership, namely Proprietor Membership and Associate Membership, of equal standing. Proprietor Membership is awarded to the owners of an advertising medium, such as a magazine or a newspaper. Associate Membership is awarded to all other applicants, such as advertisers, advertising agencies, and any other interested parties.
Membership shall be granted by the General Manager, subject to ratification by the Board.
On application for membership the applicant shall indicate the class of membership sought and shall agree to the applicable amount of annual fee determined pursuant to these Rules. If Proprietor Membership is sought, the applicant shall agree, to the examination of his books, records and other relevant documents by the Company’s audit staff. If, in the opinion of the auditor, these are not capable of being audited, membership shall be refused.Applicants are required to forward with their application for membership the amount of the annual fee as determined from time to time by the Board.
The Board may refuse any application for membership whereafter the fee accompanying the application will be returned.
Members are encouraged to display the Company logo on title pages and on promotional literature.
Membership: Admission
On admission a Proprietor Member will be granted Provisional Proprietor Membership, but may not use the Company’s insignia, until such time as its registered titles have been audited in terms of section REF _Ref109529691 \r \h \* MERGEFORMAT 7.1, upon which it will be granted Proprietor Membership.
Membership: Code of Conduct
The Guarantors have joined together to practice and promote the highest standards. In keeping with this goal, Members pledge to abide by the following Code of Conduct and to participate in self-regulatory arrangements for the industry. In particular, they agree: -
- To act, at all times, with the utmost good faith.
- To ensure that circulation data is in no way inaccurate, misleading, or distorted.
- To act within the spirit of the Rules, as well as the within the letter of the Rules.
- To respect the trademarks and copyrights of other Members.
- To promote and sell space on the merits of their own medium and not use promotion or selling methods that disparages other Members or their titles.
- To deal honestly and fairly with all advertisers and suppliers.
Associate Membership
An applicant for Associate Membership shall pay the applicable annual fee. The Board shall decide whether the application is accepted.
Proprietor Membership
An applicant for Proprietor Membership shall be required to indicate in writing the title(s) and category or categories in respect of which registration is sought. Two or more titles of one proprietor cannot be admitted under one registration based on their combined figures. The Board shall decide whether a title is a separate title and subject only to a right of appeal in General Meeting, such a decision shall be final.
The applicant must also pay the applicable annual title fee in respect of each such title, as well as the Proprietor Membership fee.
Media Development and Diversity Agency
A special audit system and certificate is to be set up to assist smaller publications who enter the industry through the auspices of the M D D A.
Membership: Fees
Applicants who become Members before 1 July of any year shall pay the full fee of that year. Applicants who apply for membership on or after 1 July of any year shall only pay half of the fee of that year.
Fees of Members shall be for the calendar year. All annual fees shall be payable on the 1st January of each year. Other fees shall be payable on presentation of invoice.
Members who have not paid their fee within 60 days of receiving an invoice shall be notified that their membership is going to be suspended.
If 30 days after receiving the said notification the account has not been paid its membership will be suspended. Any Member suspended as aforesaid may only have its membership reinstated if the Board specifically agrees thereto in writing. Such agreement by the Board may be subject to any condition that the Board may determine.
- No Member shall be entitled to the services of the Company unless the fee of such Member is paid in full.
- Annual fees are not refundable.
- Annual fees shall be determined from time to time at a General Meeting and will be binding on all Members.
Membership: Insignia
Any Proprietor Member may, during the period of membership, use the unaltered logo of the A B C, or words denoting membership, on their letterheads, and in their titles and promotional material.
The A B C’s logo must not be positioned in such a way as to imply that non-audited data has been audited.
A Member may not publish a claim of membership or the logo in a title, which has not been registered. Should a member publish a claim of membership or the logo in an unregistered title, the application for registration will be delayed by 3 (three) months. In addition, a motivated application must be submitted to the Board. A Member may not publish a claim of membership or the A B C’s logo in a supplement.
Membership: Resignation
A Member, although resigning, will still be liable for the full payment of the fees for that calendar year.
If a Member resigns all their rights in terms of the Rules fall away.
Upon resignation a Member may not reflect any of the prior audited A B C figures in their publications. A letter will be sent to such a Member notifying them of this.
Membership: Suspension for Non-submission
In addition to having its membership suspended in accordance with any other provision(s) of these rules, including Rule REF _Ref115156384 \r \h \* MERGEFORMAT 4.6, at the discretion of the Board, a Proprietor Member may have its membership, in respect of a particular title or titles, suspended if it does not submit a certificate, as laid down in these Rules. Refer Rule REF _Ref104179629 \r \h \* MERGEFORMAT 6.12.
A suspended title shall forfeit all rights to the service of the Company and shall be expressly forbidden to claim membership during the full period of the suspension.
A suspended title shall remain liable for and pay all monies, which at the time of suspension of the title were due.
A Proprietor Member will have its membership, in respect of a particular title or titles suspended if it does not submit adequate explanations as requested in terms of the validation process. (Refer clause 6.12.5)
Membership: Termination
The Board may terminate the membership of a Member if the Member is sequestrated or liquidated, whether provisionally or finally and whether voluntarily or involuntarily, or is placed under curatorship of any sort (including judicial administration in the case of a company), or loses its contractual capacity for any reason.
The Board may terminate the membership of a Proprietor Member, in respect of a particular title, at any time, and all monies paid in respect of that membership shall be forfeited:
If a Member is held by the board to have brought the Company into disrepute.
If the books, records and other relevant documents of a Proprietor Member of the said title(s) are not, in the opinion of the Company’s auditor, suitable to be audited, and the Proprietor Member does not within fourteen days' clear notice from the Company agree to conform to the Rules and install and maintain such books, records and other relevant documents and information as may be required.
If a Proprietor Member ceases to carry on the business of the title.
The General Manager shall bring to the notice of the Board any breach of these Rules or Audit Procedure.
The Board may ask such a Member to remedy this matter within a defined time frame. In the event that such Member does not remedy this, the Board may, by notice in writing, terminate the membership of the Member concerned.
A Member whose membership is terminated for any reason whatsoever shall nevertheless remain liable for and pay all monies which at the time of the termination of his membership were due for subscriptions or otherwise.
If a Proprietor Member does not submit audited certificates for two periods in a three year cycle, its membership will be terminated
Membership: Reinstatement
A Member whose membership is terminated or suspended for any reason whatsoever by the Board may be reinstated in accordance with the Rules or upon such other conditions as the Board may determine.
The Board will also determine a re-instatement fee from time-to-time, which such a Member must pay before their re-instatement will be considered.
Members who have not submitted audited certificates will only be re-instated on submission of an audited certificate covering the period for which that member was suspended. The data will, however, not be circulated to members.
Notices and Domicilia
Each Member shall register with the Company an address to serve as that Member’s registered address and domicilium citandi et executandi for the purposes of receiving all notices, minutes, demands, legal process and other documents provided for, or required to be given by the Company in terms of or arising out of these Articles of Association.
In the event a Member fails to register an address with the Company as provided for in article REF _Ref104179083 \r \h \* MERGEFORMAT 2.6.1.1, that Member shall be deemed to have waived its right to be served with, notices minutes and other documents provided for or required to be given by the Company.
Each Member will be entitled to substitute its registered address and domicilium citandi et executandi with any other address which is not a post office box or post restante, by written notice to the Board.
Unless the contrary is proved any notice, minutes, demand and other document sent by post to a Member at its registered address will be deemed to have been received 14 (fourteen) days after the date of posting thereof. Any such notice, minute, demand and other document may alternatively be hand delivered personally to such Member.
Membership: Misrepresentation
If a title, which is not a fully paid Member, uses the Logo fraudulently, a letter will be sent to them notifying them to correct the situation immediately, and that they may be charged with fraud. Legal action may be taken and Members advised that litigation is being instituted.
Disciplinary Procedure
Any Member who violates the Rules, or who is guilty of making fraudulent statements regarding audited circulation or attendance figures or who is guilty of conduct, which in the opinion of the Board, is detrimental to the interest of the Company, shall either have their membership terminated or suspended for such a period as determined by the Board, or any other sanction as may be determined by the Board.
