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Persuaded that networking among institutions involved in distance education facilitates more rational use of resources and enhances innovation, knowledge and dissemination;
And convinced of the need to be of service to formal and non-formal education institutions of the Southern African region,
We hereby resolve to constitute an association whose primary purpose shall be to promote quality distance education.

Article 1: Definitions

Unless the context indicates differently, in this constitution -

  1. 'Code of Ethics' means the code referred to in article 4;
  2. 'distance education' includes approaches, methods and practices that are based on open learning principles. It incorporates programmes, courses and modules, formal and non-formal approaches, and all education sectors, such as higher education, further education and training, general education and adult education;
  3. 'distance education institution' means any institution or organisation practising distance education, and 'institution' has a similar meaning;
  4. 'Southern Africa' means the member states of the Southern African Development Community (SADC), at the time being Angola, Botswana, Democratic Republic of the Congo, Lesotho, Malawi, Mauritius, Mozambique, Namibia, Seychelles, South Africa, Swaziland, Tanzania, Zambia and Zimbabwe.
Article 2: Name and nature
  2. DEASA is a voluntary, professional, non-profit making and non sectarian association which is non-political in outlook and philosophy.
Article 3: Legal personality and limitation of liability
  1. Subject to any legal requirements peculiar to a country in Southern Africa, DEASA is a legal person which can act, sue and be sued, and acquire, hold and alienate movable and immovable property in its own name.
  2. A member's liability for any debt or obligation of DEASA is limited to the amount of such member's outstanding membership fees.
Article 4: Code of ethics

The General Meeting of DEASA must adopt and maintain a written code of ethics, consisting of inspirational guidelines and minimum standards of conduct which must be adhered to by all members.

Article 5: Objectives
  1. DEASA has as general objectives to enable members to share information, to collaborate in obtaining and developing quality distance education courses in identified areas of need, and to organise relevant professional development activities.
  2. DEASA has the following specific objectives:
(a) To provide a platform for discussing issues related to and affecting the field of distance education;
(b) to encourage the exchange of expertise among member institutions as efficiently and widely as possible;
(c) to exchange information and materials on distance education and to promote co-operation among member institutions;
(d) to promote educational activities and opportunities for those who are not part of the conventional education system;
(e) to promote assistance from national governments and international organizations to distance education;
(f) to collaborate with governmental as well as non-governmental organizations to promote effective distance education policies, methods and practices;
(g) to represent and promote to governments and funding agencies the interests of distance education as a set of learning and teaching methods and practices that require particular interventions and cost allocations; and
(h) to encourage members to maintain DEASA's Code of Ethics in advancing distance education.
Article 6: Membership
    1. (1) DEASA has four categories of membership, namely institutional and national association membership, associate membership, individual membership and honorary membership.
    2. (2) Institutional membership is open to distance education institutions and national associations in Southern Africa. In order to qualify for institutional membership, an institution must:
(a) sign the Code of Ethics;
(b) present written institutional reports as and when required;
(c) be prepared and have the capacity to
(i) participate in the Executive Committee;
(ii) accept secondment for Secretariat duties;
(iii) undertake Honorary Treasury duties;
(iv) participate in working committees and project teams;
(v) host the DEASA Annual General Meetings and General Meetings.
  1. Associate membership is open to any institution, whether a distance education institution or not, with an interest in distance education. In order to qualify for associate membership, an institution must sign the Code of Ethics.
  2. Individual membership is open to staff members of distance education institutions and other interested individuals.
  3. Honorary membership may be awarded by resolution of a General Meeting to any person who has made an outstanding contribution to distance education.
Article 7: Application for membership

Any application for membership of DEASA must be directed in writing to the Executive Secretary and must be accompanied by any documentation necessary to establish that the applicant complies with the requirements for the category of membership applied for.

Article 8: Granting of membership


    1. Any application for membership is examined by the Executive Committee to ascertain whether it complies with the constitutional requirements for the category of membership concerned. If the Executive Committee is satisfied that an application complies with the requirements, the application must be submitted to a General Meeting for decision by an ordinary majority of the votes present at the meeting.
    2. Upon being granted membership, the applicant must complete and sign the Acceptance Form of the Code of Ethics and return the Acceptance Form with the annual membership fee.
(a) A candidate for honorary membership must be proposed and seconded by two separate institutional members.
(b) The proposal must be accompanied by sufficient particulars about the person concerned to enable the Executive Committee and the General Meeting to establish whether the person has made an outstanding contribution to distance education.
(c) The decision to confer honorary membership must be taken in accordance with the provisions of subarticle (1).
(d) On accepting honorary membership, the member must sign the Code of Ethics.
Article 9: Membership fees
  1. There are three categories of membership fee, namely institutional and national association membership fee, associate membership fee and individual membership fee.
  2. Membership fees are determined by the Annual General Meeting.
Article 10: Register of members

The Executive Secretary must keep a register of fully-paid-up and honorary members of DEASA in their categories, and must have the register available at every DEASA General Meeting.

Article 11: Loss of membership
  1. A General Meeting of DEASA may terminate the membership of an institution, national association or individual for failure to comply with the provisions of this Constitution, for flagrantly violating the Code of Ethics or for refusal to pay membership fees due to DEASA.
  2. Before membership is terminated by DEASA, the alleged breach of the provisions of the Constitution or violation of the Code of Ethics must be investigated and in writing reported on by a committee appointed for that purpose by the Executive Committee.
  3. The member affected by the investigation must be informed of the charges levied, of the investigation, of any adverse allegations or findings, and be offered a fair opportunity of being heard and responding to such charges and allegations.
  4. After the investigation and hearing referred to in this article, the Executive Committee must make a recommendation to the general meeting of DEASA about the continued membership of the institution or individual concerned.
  5. The provisions of this article apply with the required changes to the termination of honorary membership.
Article 12: General meetings
  1. At least two general meetings must be held every year, one being the Annual General Meeting.
  2. The venue for the DEASA general meetings rotates among institutional members.
  3. Subject to article 14(4), every institutional member is represented by one or more duly authorised representatives at every general meeting of DEASA.
  4. The notice of a general meeting with a provisional agenda must be circulated to all members entitled to attend at least sixty days before the date of the meeting.
  5. Additional matters to be placed on the agenda must reach the Chairperson and Executive Secretary not less than fourteen days before the date of the meeting.
  6. The final agenda is distributed at the general meeting.
  7. The business at a general meeting is conducted in the following order:
    (a) Constitution of meeting
    (b) Minutes of previous General Meeting.
    (c) Matters arising from the minutes.
    (d) Membership matters.
    (e) The Chairperson's Report.
    (f) The Executive Secretary's Report.
    (g) The Honorary Treasurer's Report.
    (h) Matters raised by the Working Committee(s) or by any member, provided adequate notice has been given in accordance with subarticle (5).
    (i) Institutional Reports.
    (j) Any other business.
  8. The quorum at a general meeting is at least two-thirds of all institutional members. If no quorum is present at a meeting after half an hour of the appointed time, the meeting may proceed but all resolutions taken at such a meeting must be ratified by a subsequent meeting at which a quorum is present.
  9. The Executive Committee must meet on the day before a general meeting, and again directly after the meeting.
  10. If the Chairperson cannot attend a General Meeting, the Chairperson must inform the members in advance and arrange for the immediate past Chairperson to chair the meeting. In the event that neither the Chairperson nor the immediate past Chairperson is present at the meeting, the General Meeting elects a chairperson for that particular meeting from its members present.
Article 13: Extraordinary general meeting
  1. The Chairperson must call an extraordinary general meeting:
(a) at a written request signed by one-third of all institutional members of DEASA; or
(b) when the Executive Committee is of the opinion that there are pressing issues which warrant an extraordinary meeting.
Article 14: Voting procedures
  1. Voting at a general meeting is by show of hands unless the meeting decides that a decision must be by secret ballot.
  2. An institutional member has one vote, to be cast on behalf of the institution by a duly authorised representative.
  3. In the event of a tie, the Chairperson has a casting vote.
  4. When an institution or national association member is unable to attend a meeting, it may cast a proxy vote in writing and in a way determined by the general meeting.
  5. Unless this Constitution provides otherwise, decisions at a general meeting are made by at least a two-thirds majority of the members present, and all members are bound by decisions so made.
  6. A member with outstanding membership fees at the time of a general meeting, may not vote at that meeting.
Article 15: The Executive Committee
    1. The Executive Committee consists of:
(a) One representative from each member country, designated by the institutional members from such a country in accordance with a democratic and accountable procedure determined by such members;
(b) the Honorary Treasurer; and
(c) the two persons forming the Executive Secretariat in terms of subsection (2).
  1. The Executive Secretariat consists of the Executive Secretary and one other person, both seconded by member organisations or employed on a contract basis.
  2. At its first meeting after the Annual General Meeting, the members of the Executive Committee elect by secret ballot and by absolute majority one of its members as Chairperson and another as Honorary Treasurer. If more than two persons are nominated for a position, voting takes place in rounds by eliminating the candidate with the lowest number of votes until a candidate with an absolute majority emerges.
  3. A member of the Executive Committee serves for a renewable period of two years.
  4. At least two thirds of the members of the Executive Committee constitutes a quorum.
Article 16: Duties of the Executive Committee
  1. The Executive Committee oversees and administers the affairs of DEASA in accordance with the provisions of the Constitution and decisions of the general meeting. In the performance of its functions the Executive Committee:
(a) must devise ways to promote and publicise DEASA to the general public of Southern Africa;
(b) must convene the Annual General Meeting and general meetings of DEASA;
(c) monitor the implementation of DEASA policy as decided by the Annual General Meetings and general meetings;
(d) may hold meeting concurrently with the Annual General Meeting and general meetings of DEASA;
(e) is responsible for all matters pertaining to bilateral and multilateral contracts with other institutions and organisations;
(f) must oversee the finances of DEASA and ensure that an audit is conducted annually;
(g) must instruct and supervise the Executive Secretariat;
(h) monitor the activities of all working committees and project teams;
(i) finalise reports drafted by the Executive Secretariat for presentation to donor agencies and DEASA Meetings;
(j) must process membership applications as provided in the Constitution; and
(k) perform any lawful function not inconsistent with this Constitution or decisions of the general meeting in order to serve and promote the interests of DEASA and distance education.
Article 17: Powers and duties of office-bearers
    1. The Chairperson:
(a) is the official representative of DEASA;
(b) presides over all general, annual general and Executive Committee meetings of DEASA;
(c) maintains contact with all members, with the assistance of the Executive Secretariat;
(d) co-ordinates the activities of the Executive Secretariat by, amongst others:
(i) ensuring that all resolutions passed by DEASA are effected;
(ii) ensuring that the Executive Secretariat, Working Committees and Project Teams prepare and present comprehensive reports on DEASA activities at General, Annual General, and Executive Committee Meetings; and
(iii) overseeing the activities of DEASA Working Committees.
    1. Subject to any instructions from the Executive Committee, the Executive Secretariat is responsible for the day-to-day activities of DEASA and in particular:
(a) in liaison with the Chairperson, for all matters pertaining to the arrangement and administration of general meetings and Executive Committee meetings, including the recording of proceedings and the keeping and distribution of minutes;
(b) for ensuring regular contact with members;
(c) for receiving and processing membership applications for consideration by the Executive Committee, General and Annual General Meetings;
(d) for liaising with the Chairperson regarding representation of DEASA on relevant fora;
(e) for representing DEASA in local, regional and international fora where delegated by the Chairperson;
(f) for developing and monitoring strategic and operational plans and budgets for DEASA;
(g) for co-ordinating and supervising the activities of any other additional staff members of the Secretariat;
(h) for DEASA publications, including the DEASA Newsletter at least once a quarter;
(i) for establishing and maintaining a DEASA website and list server.
    1. The Honorary Treasurer:
(a) is responsible for monitoring all financial matters and ensuring that proper records of all financial transactions are maintained;
(b) reviews the finances of the DEASA and makes appropriate recommendations;
(c) prepares appropriate financial statements and presents them to meetings;
(d) ensures that the financial records are audited annually.
Article 18: Working committees
  1. The Executive Committee may form Working Committees and Project Teams on an ad hoc basis as and when the need arises.
  2. To ensure accountability, the powers of a Working Committee or Project Team must be prescribed by the Executive Committee.
  3. At least one member of the Executive Committee must be a member of a Working Committee or a Project Team.
  4. Where appropriate, the member of the Executive Committee must be the Chairperson of the Working Committee or Project Team in which such member serves. Where more than one member from the Executive Committee serve in a Working Committee or Project Team, the Committee or Team must elect one of them to be the Chairperson.
  5. The Executive Committee may, on a consultancy basis, request the services of persons outside DEASA whose expertise would assist the Working Committee or Project Team.
Article 19: Finance
  1. The revenue of DEASA derives from membership fees as stipulated in article 9 and from such grants, contributions and other forms of income that DEASA may receive.
  2. The Honorary Treasurer collects, receives and processes all fees and other income.
  3. The Honorary Treasurer must keep proper accounts and other records of all income, expenditure and other financial transactions, and must prepare financial statements.
  4. The Executive Committee must appoint a qualified person or company to audit the DEASA financial records on an annual basis.
  5. The audited financial statements must be submitted to a General Meeting or the Annual General Meeting for approval.
  6. For its financial purposes DEASA must operate one or more accounts at recognised financial institutions. The Executive Committee may determine the types of account to operate and the financial institution to use.
  7. All expenditure must be authorised by the Executive Committee and, in exceptional circumstances, by the Chairperson. Exceptional expenditure authorised by the Chairperson must be ratified at the next Executive Committee Meeting.
  8. The financial year of DEASA runs from the 1st July to the 30th June.
Article 20: Headquarters

The headquarters of DEASA is at a place determined by the Annual General Meeting.

Article 21: Language

The working language and language of record of DEASA is English.

Article 22: Dissolution
  1. A motion for the dissolution of DEASA must be passed at an extraordinary general meeting convened in accordance with the provisions of article 13(1)(a) or (b).
  2. If no quorum is present at the meeting, the proposal to dissolve DEASA must be submitted to a further general meeting which must be convened within 90 days in accordance with the procedure governing the convening of a general meeting.
  3. When the dissolution of DEASA has been approved, no further action may be taken by the Executive Committee or any office-bearer or official in connection with the aims and activities of DEASA, other than to liquidate for cash all assets of DEASA subject to payment of all debts of DEASA. The balance must be distributed to the benefit of distance education in such a manner as may be resolved by the general meeting at which the resolution for the dissolution was passed.
Article 23: Interpretation

Subject to final interpretation by a competent court of law, the interpretation given to this Constitution by the general meeting of DEASA is final.

Article 24: Amendments
  1. This Constitution may be amended by resolution of the General Meeting.
  2. A motion to amend the Constitution, with an explanation for the amendment, must be submitted in writing to the Executive Committee at least 60 days before the general meeting where the motion will serve.
  3. The motion and explanation must be circulated with the notice for the general meeting.
  4. Any institutional member can propose an amendment.
  5. This Constitution repeals and replaces any previous DEASA Constitution and its amendments.


CHAIRPERSON'S SIGNATURE: ......................................................................................... 

WITNESS: .............................................................................................................................. 

.............................................................................................................................. 2001-03-29 EPN/aw



These bye-laws have to be read in conjunction with the constitution of DEASA

BYE LAW 1 Granting of Membership (Article 8)

1.1 When an application is made for Institutional Membership, the application letter should be signed by the Head of the Institution and should provide information on the aims and objectives of the Institution, the staff complement, the location, the financing, and the Governance of the institution.
1.2 When an application is made for Associate Membership, the application letter should be signed by the Head of the Institution and should provide information on the aims and objectives of the Institution, the staff complement, the location, the financing, and the Governance of the institution.
1.3 When an application is made by a National Association, the application letter should be signed by the Chairperson and the Secretary of the Association and should provide information on the aims and objectives of the Association, list of members' of the Association, the headquarters of the Association, constitution of the, Association, financing, and its Governance.

BYE LAW 2 General Meetings (Article 12)

2.1 The hosting of the general meetings shall rotate among institutional members in alphabetical order of the names of the countries.
2.2 The order of hosting the general meetings will be validated at each general meeting.
2.3 If an Institution (country) that is to host the general meeting is unable to do so for one reason or another, the next one in alphabetical order will be requested by the Executive Committee to host.
2.4 In arranging general meetings, the host country will: look for the venue of the meeting, help the members with accommodation arrangements, coordinate transport for the members, arrange teas and lunch during the meetings, and any other logistics that are necessary for the meeting to be a success and for members to be comfortable.
2.5 The Annual General Meeting of DE AS A shall be the September meeting, which comes after the end of the DEASA year.
2.6 The Honorary Treasurer's Report that will be presented at the Annual General Meeting will be one that will have been audited.

BYE LAW 3 Voting Procedures (Article 14)

3.1 Honorary members and Associate members of the organization will not be entitled to vote during DEASA Meetings.

BYE LAW 4 The Executive Committee (Article 15)

4.1 The General Meeting shall appoint a DEASA member to conduct the elections of the office bearers after the first day of the Annual General Meeting.
4.2 The official handover of the DEASA assets, namely: documents, files, equipment, plans, reports, financial records, etc. shall take place immediately after the Annual General Meeting.
4.3 The Executive Secretary will be on a three year contract, and the position shall rotate among the DEASA member countries.

BYE-LAW 5 Finance (Article 19)

5.1 The audited financial statements of DE AS A shall be presented at the Annual General Meeting, and if for whatever reason this is not possible, they shall be presented, without fail, at the following General Meeting.

BYE-LAW 6 Head Quarters (Article 20)

6.1 The DEASA Headquarters shall be determined by the Annual General Meeting after considering offers and bids from member countries and Institutions.

BYE-LAW 7 Language (Article 21)

7.1 Although the working language and language of record of DEASA is English, members from non English speaking countries shall be assisted with translation services whenever these are required.