The following rules in respect of internal relations in a corporation shall apply in so far as this Act or an association agreement in respect of the corporation does not provide otherwise.
| (a) |
Every member shall be entitled to participate in the carrying on of the business of the corporation; |
| (b) |
subject to the provision of section 47, members shall have equal rights in regard to the management of the business of the corporation and in regard to the power to represent the corporation in the carrying on of its business: Provided that the consent in writing of a member holding a member's interest of at least 75 per cent, or of members holding together at least that percentage of the members' interests, in the corporation, shall be required for— |
| (i) |
a change in the principal business carried on by the corporation; |
| (ii) |
a disposal of the whole, or substantially the whole, undertaking of the corporation; |
| (iii) |
a disposal of all, or the greater portion of, the assets of the corporation; and |
| (iv) |
any acquisition or disposal of immovable property by the corporation; |
| (c) |
differences between members as to matters connected with a corporation's business shall be decided by majority vote at a meeting of members of the corporation; |
| (d) |
at any meeting of members of a corporation each member shall have the number of votes that corresponds with the percentage of his interest in the corporation; |
| (e) |
a corporation shall indemnify every member in respect of expenditure incurred or to be incurred by him— |
| (i) |
in the ordinary and proper conduct of the business of the corporation; and |
| (ii) |
in regard to anything done or to be done for the preservation of the business or property of the corporation; and |
| (f) |
payments by a corporation to its members by reason only of their membership in terms of section 51(1) shall be of such amounts and be effected at such times as the members may from time to time agree upon, and such payments shall be made to members in proportion to their respective interests in the corporation. |
Statistics Act, 1999
