1. NAME AND STATUS

1.1 The name of the association shall be CREDIT PROVIDERS ASSOCIATION (hereinafter referred to as "the Association").

1.2 The Association shall be an unincorporated Association not for gain.

1.3 The Association shall have a financial year commencing 1 January each year and terminating 31 December of the same year. A general meeting shall have the power, by simple majority, to change the financial year.

1.4 In this constitution, any reference to the masculine gender shall apply equally to the feminine gender.

1.5 This constitution shall only be capable of being amended as provided for in clause 10.2.

2. OBJECTS

The objects, for which the Association is formed, are -

2.1 to promote the highest standards in consumer credit particularly in regard to information sharing and credit granting and to ensure that the value of consumer credit, both to the economy and to the individual, is fully appreciated;

2.2 to facilitate the sharing of timeous, accurate, up to date and relevant customer credit information amongst and between members of the Association or other associations or entities agreed to by the majority of members at a general meeting;

2.3 to carry out any activities directly or indirectly related to consumer credit information and consumer credit granting which will further the interests of members, consumers and the economy;

2.4 that substantially thw whole of the associations activities must be directed to the furtherance of its sole or principle object and not generally for the specific benefit of an individual member (Amended 16 Octtober 2008)

2.5 and that the associations may not participate in the business, profession or occupation, which is carried on by the members of the association (Amended 16 October 2008)

3. POWERS

The Association shall have the power to do all such things as are reasonably necessary to the carrying out of its objects and in particular it may -

3.1 set up and equip an office;

3.2 employ an Executive Director, Secretary and staff;

3.3 borrow money and incur debt. Borrowings at no stage shall exceed 50% of accumulated reserves at that date;

3.4 invest funds;

3.5 open and maintain accounts with banks and other financial institutions;

3.6 act as a single mouthpiece for its membership;

3.7 own property of whatever nature.

3.8 maintain discipline amongst its members and enforce sanctions for misconduct (including non compliance with the provisions of the Code of Conduct) as provided for in clause 12 hereunder.”

4. APPLICATION OF INCOME AND PROPERTY (Amended 16 October 2008)

4.1 Substantially the whole of the funds are required to be utilised for the sole or principle object for which it has been established, and no portion therof shall be paid or transferred by any means to any or all of its members, provided that nothing herein contained shall prevent the payment in good faith of remuneration to any of its officers, employees or members for services actually rendered on its behalf or the refund of any expenses incurred on its behalf and that remuneration, as defined in the Fourth schedule of the Act, paid to any employee. office bearer, member or other person will not be excessive, having regard to what is generally considered reasonable in the sector an in relation to the services rendered; (Amended 16 October 2008)

4.2 If, upon the dissolution of the Association there remains, after satisfaction of its debts, any property or funds, these shall not be paid to, nor distributed amongst its members but shall be transferred to some other institution/s having objects similar to the Association.

4.3 All funding received by the association is from its annual membership fees. (Amended 16 October 2008)

5. LIABLITY OF CONSUMER CREDIT ASSOCIATION AND MEMBERS

5.1 The Association may sue or be sued in its own name. Any judgment creditor may attach its property in execution of a judgment debt.

5.2 The members shall not, in the event that the Association shall not be able to pay its debts, whether during its existence or on dissolution, be liable to contribute towards the payment of such debts.

6. MEMBERSHIP

6.1 Membership of the Association shall be open to companies, close corporations, partnerships or sole traders, who, in the course of business, lend money or grant credit to individual consumers, or who have other direct or related business interests in lending money or granting credit to consumers. Membership of the Association will also be open to insurance companies subject to authorisation by the Management Committee. There shall be the following classes of membership -

6.1.1 Full membership

Available to consumer credit grantors, lenders and organisations and institutions which undertake transactions with members of the public in terms of which regular payments are required to be made who share, or intend sharing, full repayment history of all trading divisions of such entities, and who are accepted by the Management Committee, subject to the payment of the prevailing entrance fee and the subsequent subscriptions. Full membership shall not be granted to selected subsidiaries or divisions of a member while excluding other credit granting subsidiaries or divisions of that member. Any exception to the provisions of this clause 6.1.1 is to be agreed thereto by the Management Committee in writing. Only representatives of Full Members shall be elected to the Management Committee.

6.1.2 Associate membership

6.1.3 Available to credit information bureaux accepted by the Management Committee and who process full members' consumer credit and payment information.

6.1.3.1 This is a participatory membership aligned with the Association's objects.

6.1.3.2 This membership has no voting rights but supports the objects and activities of the Association and assists in any way to achieve such objects.

6.1.3.3 Any entrance fee or subscription, which may be applied to this class of membership, will be set at a general meeting.

6.1.4 Affiliate membership

Available to other operators in the consumer credit granting field, lending or related fields that have no intention to share payment performance information. Also available to other persons/bodies who carry on business, professions, or associations which have a close association with and/or vital interest in the objects and activities of the Association. This membership is granted at the discretion and approval of the Management Committee. This is a passive membership that requires a subscription fee set by a general meeting. Affiliate members receive routine communication from the Association and have no voting rights or right of access to the database of the Association.

6.2 Any applicants for membership shall apply in writing and may, at the discretion of the Management Committee, be admitted as members, provided that they subscribe to the Constitution and the Code of Conduct of the Association.

6.3 A member may by notice in writing resign from the Association, provided that such member shall be liable for subscriptions for the balance of the financial year in which he or it resigned.

6.4 For the purpose of this clause 6 and for the purpose of this Constitution generally, the term "Credit Information Bureau" shall mean a business or organisation carrying on the business of accumulating and maintaining data in regard to the names, addresses, identification numbers and other relevant information in respect of natural or juristic persons and the payment performance of such persons and which Bureau is an associate member of the Association.

7. SUBSCRIPTIONS AND ENTRANCE FEES

7.1 A general meeting may fix an entrance fee payable by new applicants for membership.

7.2 Members shall pay subscriptions due, which shall be determined by the Management Committee and ratified at the next Annual General Meeting.

7.3 The subscription shall be due on the 1st day of February each year.

7.4 Should membership commence on a date other than the date referred to in sub‑clause 7.3 above, a pro‑rata subscription shall be payable in respect of the unexpired period ending on the 31st day of December of that year.

7.5 A member, whose subscription is more than 2 months in arrears, shall be suspended until payment of such subscription and access to the shared database of the Association shall be withheld during the period of suspension. The Management Committee may at its discretion terminate the membership of such suspended member.

8. VOTING RIGHTS

Only paid-up Full Members, present at any General Meeting, have voting rights. Each Full Member shall have one vote. Proxy voting is allowed.

9. REPRESENTATIVES

9.1 The Full Members at any General Meeting shall determine the policies of the Association and may amend the Constitution.

9.2 The Management Committee of the Association shall oversee the day to day management of the Association either by itself or by delegation to an Executive Director.

9.3 The Executive Director shall be appointed by the Management Committee of the Association on such terms and conditions as are mutually agreed. The Executive Director shall present a job description to the Management Committee for ratification, which job description may be amended by the Management Committee from time to time to cater for changing circumstances.

9.4 Auditors shall be appointed or reappointed annually by the Management Committee and any such appointment or reappointment shall be ratified at the next succeeding General Meeting of the Association. Such auditors shall, in addition to the usual duties required of an auditor, generally ensure that proper administrative procedures and sound accounting practices in respect of the Association's finances are followed at all times. Auditors appointed by the Association shall be eligible for re-election subject to the provisions of this clause 9.4.

9.5 Each member of the Association shall nominate not only a representative but also an alternate for their organisation. Such representatives shall be fully briefed on and competent to address the affairs of their own organisations relating to the aims and activities of the Association. Members shall be entitled to change their nominees and any changes to such nominations shall be communicated to the Association in writing.

10. MEETINGS

10.1 An Annual General Meeting shall be held in each calendar year, not more than eighteen months after the previous AGM and within six months of the end of the financial year, at a time and place and with an agenda determined by the Management Committee. Common sound secretarial practice shall be followed as to the calling and conduct of such meetings provided that -

10.1.1 a statement of the financial affairs of the Association shall be tabled;

10.1.2 this Constitution may only be amended by not less than a two‑thirds majority;

10.1.3 resolutions other than an amendment of this Constitution shall be passed by a simple majority;

10.1.4 the Chairperson of the Annual General Meeting shall, in the case of equality of votes on a resolution, have a casting vote;

10.1.5 a quorum shall consist of not less than one fifth of the paid‑up full members;

10.1.6 if, within 30 minutes of the time for an Annual General Meeting, a quorum is not present, the meeting shall stand adjourned to the same day and time in the next week at the same place and whoever shall attend shall constitute a quorum;

10.1.7 an Annual General Meeting shall elect the Management Committee;

10.1.8 the Chairperson of the Management Committee of the Association shall be the Chairperson of the Annual General Meeting. In his absence the Vice‑Chairperson shall chair the meeting and should the Vice‑Chairperson also not be available, the meeting shall elect a Chairperson;

10.1.9 the Management Committee may from time to time call a General Meeting other than an Annual General Meeting. Furthermore upon receipt of a petition by one third or more of the voting members, the Executive Director or Chairperson of the Management Committee shall call a General Meeting, provided that the rules applying to the notice of the meeting, the conduct and the resolutions at an Annual General Meeting, shall apply at any other General Meeting, provided further, that a General Meeting called following a petition shall only be competent to pass resolutions upon the items mentioned in the notice of meeting and no other items;

10.1.10 the Management Committee may adopt resolutions, outside of General Meetings, by circulating such resolutions in writing to all voting members. Members shall be allowed a period of not less than twenty-one days from date of posting of such resolution to respond thereto. A motion so passed by a majority of voting members shall be valid as if passed at a General Meeting.

10.1.11 In order for an Annual General Meeting or General Meeting to be properly constituted all members shall be given written notice 21 days prior to such meeting. The period shall commence on posting of such notice.

10.2 Notwithstanding anything to the contrary in this clause 10 or elsewhere in this Constitution, this Constitution shall only be capable of being amended by a majority of two thirds of the members of the Association personally present at a duly constituted Annual General Meeting or General Meeting of the Association and voting on any such proposed amendment shall be by way of a show of hands.

11. MANAGEMENT COMMITTEE

11.1 The Management Committee shall be elected by voting members or their Proxies present at the Annual General Meeting. (Amended 14 February 2007).

11.1.1 The Management Committee will consist of twelve members, three from retail apparel members, three from retail furniture members, three from banking members and three from members not falling within these categories. (Amended 14 February 2007)

11.1.2 Fifty percent of the twelve members elected in clause 11.1.1 must be Category “A” members. (Amended 14 February 2007)

11.1.3 Members elected in clause 11.1.1 must attend at least seventy five percent of total meetings in a financial year. Reasons for absence will be forwarded to the Management Committee to establish the validity of the reasons. If reasons are adjudged not to be valid the representative can not be voted in again. However the member may be voted in again with a new representative. (Amended 14 February 2007)

11.2 The Executive Director will be an ex‑officio member of the Management Committee but shall have no vote nor shall he serve as Chairperson or Vice‑Chairperson.

11.3 The Treasurer shall be a member of the Management Committee and shall only be able to vote and be eligible to serve as Chairperson or Vice‑Chairperson if he is the duly appointed representative of a Full Member.

11.4 Immediately after the Annual General Meeting, a newly elected Management Committee shall convene to elect a Chairperson and a Vice‑Chairperson. The Vice‑Chairperson shall automatically take over as Chairperson when the Chairperson vacates office or is unable to act for any reason during the course of his term and the Committee shall then appoint a new Vice‑Chairperson. Where required, the Chairperson will have a casting vote. (Amended 14 February 2007)

11.5 The Management Committee, under the direction of the Chairperson, shall meet from time to time and shall conduct the business of the Association.

11.6 The members of the Management Committee shall comprise representatives of Full Members of the Association who are able to contribute to the affairs of the Association and to work in the interests of all members. Full Members of the Association who have representation on the Management Committee shall be entitled to change such representatives subject to the provisions of this clause 11.6 and provided that any such change is communicated to the Association in writing and that the new representatives have the requisite authority to bind the relevant Full Member of the Association.

11.7 The Management Committee may co‑opt further representatives of Full Members of the Association who shall serve until the next Annual General Meeting.

11.8 The Management Committee may as required, set up working Sub‑Committees to address specific issues in detail. Each Sub‑Committee shall operate for a specified duration and under the guidance of a definitive brief. The Management Committee may co‑opt both members of the Association, and outside specialists, to participate in these working Sub‑Committees.

11.9 The Management Committee shall retire at the end of each Annual General Meeting. Retiring members may put themselves forward for re‑election.

11.10 Any member of the Management Committee, whose employer is suspended by the Association, or resigns, will automatically retire himself from the Management Committee.

11.11 A quorum for the Management Committee shall consist of at least 5 members. (Amended 14 February 2007)

12. Disciplinary Process

12.1 The Association, represented by its Executive Director and/or Management Committee, shall take cognisance of and enquire into any complaint against the conduct of a member and shall have the right to enquire into the conduct of a member irrespective of whether a formal complaint has been lodged.

Complaint

12.2 In the event of a complaint about the conduct of a member (including a failure by a member to comply with the provisions of the Code of Conduct), the complainant may submit a complaint in writing to the Executive Director of the Association. The Executive Director shall, within 5 business days after receipt of the written complaint, convey the contents of the complaint in writing to the affected member.

Member’s report

12.3 The member against whom a complaint has been raised shall within 15 business days from the date of receipt of the notification about the complaint from the Executive Director, investigate the complaint and report back to the Executive Director in writing.

12.4 The aforesaid report by the aforesaid member shall include an explanation in respect of the conduct complained of and in the instance of an alleged failure to comply with the provisions of the Code of Conduct, submit proof that the failure has been remedied.

Misconduct (other than non-compliance):

12.5 In the event where the complaint relates to misconduct (other than the failure to comply with the provisions of the Code of Conduct) and the Executive Director, after considering the member’s report is of the opinion that the report contains a sufficient explanation, the Executive Director may regard the complaint as resolved, but if there is no response or no sufficient explanation from the member, the Executive Director will inform the Management Committee of such circumstances, whereupon the Management Committee may evoke the disciplinary process set out hereunder in clause 12.11 to 12.15.

Misconduct in the form of a failure to comply with the provisions of the Code of Conduct:

12.6 In the event where the complaint relates to a failure by a member to comply with the provisions of the Code of Conduct and the Executive Director, after considering the member’s report, is of the opinion that the report contains a sufficient explanation, the Executive Director may regard the complaint about the member’s alleged non-compliance as resolved.

12.7 In the event where the complaint relates to a failure to comply with the provisions of the Code of Conduct, the member fails to report back, the Executive Director will inform the Management Committee of such circumstances whereupon the Management Committee may evoke the disciplinary process set out hereunder in clauses 12.11 to 12.15.

12.8 Where it appears from the report that the alleged failure has not been remedied the Executive Director may issue a formal Non-Compliance Notice to the member requesting the member that the non-compliance be rectified within a reasonable period of time, but such time period be limited to 3 calendar months calculated from the date on which such notice has been received by the member.

12.9 In the event of the non-compliance being rectified within the agreed period as stipulated in clause 12.8, the Executive Director has the power to regard the complaint relating to the said failure as resolved.

12.10 In the event where a member does not report back as provided for in clause 12.4 and 12.8 or where it appears that the non-compliance has not been rectified within the time period as stipulated in clause 12.8, the Executive Director will inform the Management Committee thereof, whereupon the Management Committee may evoke the disciplinary procedure set out hereunder in clauses 12.11 to 12.15.

Disciplinary process: (Amended 18 June 2008)

12.11 The Management Committee may instruct the Executive Director to formulate a disciplinary notice in respect of a member which notice will contain the allegations relating to the alleged misconduct (including a failure to comply with the provisions of the Code of Conduct) and which notice will call upon the member to defend himself against such allegations on a specified date, time and at a venue, to serve such notice on the member concerned and to represent the Association in a disciplinary hearing or appoint a legal practitioner or suitably qualified person to represent the Association in such disciplinary hearing.

12.12 The Management Committee may appoint a legal practitioner or suitably qualified person to preside over the disciplinary hearing.

12.13 The member who is charged with misconduct as specified in the disciplinary notice has the right to:

12.13.1 be represented by a legal practitioner during the disciplinary hearing;
12.13.2 copies of all documents on which the allegations in the disciplinary notice are based;
12.13.3 cross-examine the Association’s witnesses;
12.13.4 call his/her own witness;
12.13.5 to defend himself/herself against the allegations in the disciplinary notice; and to
12.13.6 state his/her case.

 

12.14 The disciplinary chairperson, after he has considered the evidence on behalf of the Association and the member, has the power to find the member guilty of misconduct as charged or to acquit the member.

12.15 In the event of a member being found guilty of misconduct, after having considered extenuating and/or aggravating evidence, the disciplinary chairperson has the power to :

12.15.1 Issue a verbal reprimand;
12.15.2 Issue a written reprimand;
12.15.3 Suspend the membership of the member for a period which he deems fit; or
12.15.4 Expel the member from the Association.

 

13. DISSOLUTION

If the continued existence of the Association will serve little or no purpose, it shall be dissolved upon a resolution to this effect by an Annual General Meeting or General Meeting. The Management Committee shall thereupon proceed to liquidate the assets of the Association, to pay its debts and to deal with any surplus as set out in clause 4.2.

14. CODE OF CONDUCT

Each member of the Association including associate and affiliate members shall be obliged to adhere to this Code of Conduct.

14.1 Reputation

Members shall conduct their businesses in such a manner that the image, reputation and credibility of the Association or any of its members shall not be adversely affected.

14.2 The law

Members shall abide by the letter and spirit of every law, code, regulation, or notice promulgated or published or to be promulgated or published by central or provincial governments in South Africa.

14.3 The Association's constitution

Members shall abide by the Constitution and all other rules, resolutions and policies of the Association.

14.4 Fair dealings

Members shall practise honest, fair and reasonable dealings with consumers in the matter of credit granting and related aspects and thus demonstrate the integrity of membership of the Association and the advantages to consumers when dealing with members.

14.5 Credit sharing information

14.5.1 Databases

Credit Bureaux shall maintain repayment history databases which shall only be accessed by those Members who provide full payment performance data in respect of all consumers lending or credit transactions and agreements as per the current Standard Input Format. "Repayment History" is that information relating to the payment performance of individuals. All reasonable steps shall be taken by members to ensure that payment performance input data is accurate, does not form part of a dispute, and is timeously submitted to the credit bureaux at regular monthly intervals. Members shall not have the right to selectively provide consumer information or repayment information or only supply information from selected divisions of their consumer lending business.

In addition to the requirements of this clause 14.5.1, members shall submit data to all Credit Bureaux to whom the maintenance of the repayment database has been entrusted, irrespective of whether the member only subscribes to one Credit Bureau.

14.5.2 Concessionary access

14.5.2.1 Full members who are gearing up to provide payment performance information may at the sole discretion of the Executive Director or the Management Committee, be granted interim concessionary access for three months to the repayment history databases of the Association on such terms and conditions and for such periods as the Executive Director or the Management Committee may direct. The three month concessionary access period may be extended for one or more periods of three months, with the proviso that such extensions may not be granted unless the full member concerned is making a concerted effort to achieve a situation of providing payment performance information.

14.5.2.2 Concessionary access shall be monitored by the Executive Director on an ongoing basis and extensions shall be reviewed at least once every three months by the Executive Director or the Management Committee.

14.5.2.3 Concessionary access may also be allowed for a limited period or for a limited number of enquiries, for test purposes to Affiliate or Prospective Members – at the sole discretion of the Executive Director or the Management Committee.

14.5.3 Use of information

14.5.3.1 Subject to clause 2(1), Credit Bureaux may use the payment performance information submitted by full members of the Association in the normal course of their business without divulging detailed account history or the source of the account or utilising the information for marketing lists of any type or description. Should the information submitted by full members of the Association be used for or in connection with credit bureaux scores or credit evaluation mechanisms of any nature, then the detailed payment performance information supplied by members of the Association may only be used in respect of such credit evaluation products which are supplied to full members of the Association.

14.5.3.2 No member, of any class of membership, shall utilise nor permit to be utilised by any other party, the shared payment performance information provided by full members of the Association in any way or for any purpose, other than specifically detailed in this constitution.

14.5.4 Public domain sector

14.5.5 The Credit Bureaux shall be entitled to load default data, as a result of which a member sustained a loss, on to the public domain sector of their databases which are also accessible by users who do not participate in the Association's shared repayment history databases. Such losses will be amounts written off as bad debts, losses incurred on the repossession of goods and losses incurred when credit cards issued by banks are revoked.

14.6 Credit Granting and Control

14.6.1 Criteria

Credit granting criteria shall not unfairly discriminate against any group or class of applicants on the basis of race, gender, pregnancy, marital status, ethnic or social origin, colour, sexual orientation, age (unless a minor), disability, religion, conscience, belief, culture, language and birth.

14.6.2 Queries/complaints/disputes

Members shall provide details to consumers regarding contact details within their company (telephone number, contact person, and/or postal address) where complaints can be lodged, accounts can be queried and payments can be rescheduled and other procedures which should be followed to obtain satisfactory results.

14.6.3 Conditions of purchase

Terms and conditions pertaining to credit which is granted shall be stated in writing to credit receivers in plain and easy to understand language.

14.6.4 Additional charges
Details of other charges, whether optional or conditional, shall be provided to credit receivers.

14.6.5 Fairness in assessing creditworthiness
The real reasons for declining credit or granting a lower credit limit and in the case of application credit scoring, the dominant reasons must be made available to credit applicants either verbally, or in writing if requested. Members shall refrain from automatically stating that a poor credit bureau record was the reason for the declining credit. If, however, the decision was due to a poor credit bureau record, details of the credit bureau concerned shall be supplied to the applicant.

14.6.6 Permissible purpose

Members shall obtain permission from a credit applicant to access any bureau, to make enquiries to verify information provided by the applicant and to submit information of a customer's payment performance with the credit grantor to credit bureaux and/or other prospective credit grantors.

14.6.7 Overdue accounts

Members shall collect overdue accounts in accordance with sound business and legal practices, without undue intimidation and threats. Members shall inform debtors, prior to listing them at the credit bureaux as defaulters in the Public Domain Sector by way of a written notice at least 28 days prior to forwarding the information to the bureaux.

14.6.8 Removal of data

No data shall, before the time prescribed for it to remain on a database has lapsed, be removed, unless the data is found to be incorrect.

14.6.9 Debtor's request entitlement

If no information appears on the database regarding prevailing circumstances that caused the debtor's account to fall into arrears, the debtor is, on request, entitled to a note from the member where he has the account, stating what the circumstances are.

14.6.10 No conditional credit granting

No member shall, before granting credit to any person, make it a condition of the grant of such credit that any correct information regarding the past payment performance of such person be expunged from any database with any credit bureau otherwise than in the normal course.