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MEMBERSHIP 2.1 CATEGORIES OF MEMBERS
There shall be three categories of members of the Association. The rights and obligations of membership shall be as prescribed by these articles and as otherwise determined by the Board of Directors (The Board).
Categories of and admission to membership of the Association shall be as follows:
2.1.1 MEMBERS
Any railway company or railway organisation incorporated in any country within Southern Africa owning railway infrastructure and facilities or providing or operating railway services, shall be eligible to apply for admission as a Member and shall be admitted to membership upon approval of the Board.
THE FOUNDING MEMBERS SHALL BE:
Botswana Railways (BR)
Campanhia do Caminhos de Ferro de Bengwela (CFB)
Portos E Caminhos de Ferro de Mozambique EP (CFM)
Malawi Railways (1994) Ltd (MR)
National Railways of Zimbabwe (NRZ)
Spoornet
Swaziland Railways (SR)
Tanzania Zambia Railway Authority (TAZARA)
TransNamib Rail
Zambia Railways Ltd (ZRL)
2.1.2 ASSOCIATE MEMBERS
Upon written application to and with the approval of the Board, any organisation or company allied to or symbiotic to the railway industry, organised or incorporated in a country within Southern Africa may be admitted as an Associate Member. The Board is not obliged to disclose reasons for declining an application.
2.1.3 SPECIAL MEMBERS
Upon written application to and with the approval of the Board an organisation or group with special or vested interest in and support for the railway transport industry may be admitted as a Special Member.
The Board is not obligated to disclose reason for declining an application.
Application for membership of the Association shall be addressed in writing to the Association, and shall specify the class of membership sought by the applicant. Application for and admission to membership shall constitute acceptance by the applicant of all provisions of this constitution.
2.2 VOTING AT ANNUAL AND SPECIAL MEETINGS OR BY MAIL
2.2.1 Resolutions of the SARA Board Meeting shall ordinarily be passed through consensus. However where this is not possible to attain resolutions will be subjected to a vote.
2.2.2 Subject to the provisions of Article 2. 2.1, 2.2.2, 2.2.3, 2.2.4 and 2.2.5 , each Member shall be entitled to one vote on all matters to be voted upon at any meeting of members, and on all matters submitted to members for a vote by mail
2.2.3 A company or organisation which is admitted as a Member and is owned or controlled by or subject to control to the extent of more than 50% of shareholding by another Member or group of Members, shall not have voting rights, unless otherwise determined by the Board.
2.2.4 Associate Members shall not have voting privileges unless otherwise determined by the Board.
2.2.5 Special Members shall have no voting rights.
2.2.6 Voting by the membership of the association may be conducted by mail, which may be via electronic or facsimile transmission, at the discretion of the Board.
2.2.7 Members representing a majority of the membership represented in person, by letter, mail, or proxy, shall constitute a quorum.
2.2.8 A 75% majority vote of paid up members shall carry any vote provided a quorum exists.
2.3 ANNUAL AND SPECIAL MEETINGS
The annual meeting of the members of the Association shall be held at such a venue and date as the Board may decide. At each annual meeting, the President of the Association shall submit a report of the activities of the Association during the year. At least one calendar month's notice shall be given for the SARA Executive Committee and SARA Board Meetings.
2.4 RESIGNATION OF MEMBERSHIP
2.4.1 Any member may resign its membership by delivering a written notice of resignation to the Association. A notice of resignation of membership shall be effective on the date stated in the notice, which date shall not be earlier than the date the notice is received and accepted by the Board.
2.4.2 If the notice of resignation does not state an effective date, it shall be effective on the date it is received and accepted by the Board.
2.4.3 From the date of receipt of the notice of resignation of membership neither the resigning member nor its representative on the Board, thereafter shall be entitled to vote on any matter to be voted upon by any member or the Board.
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