Governance

How the Association is constituted

The Private Lending Association of South Africa was founded by a group of people working in private lending who recognised a gap: there was nowhere for someone considering lending their own money to learn how private lending works and how to do it safely. It is constituted as a voluntary association under a founding constitution (PLA-GOV-001, version 2.4), which is published in full.

The Association is not a statutory body, regulator, accreditation authority, government agency or government-recognised professional body. It is a voluntary association with legal personality separate from its members, pursuing its objects for the benefit of the public generally and not for the financial gain of its members.

It is also not a charity. It is not a registered non-profit organisation, does not hold or seek public benefit organisation approval, takes no donations or grants, has no donors and no beneficiaries, holds no restricted funds, and owes no reporting or audit duty arising from charity regulation. It is funded by the subscriptions, fees and partnership contributions of the market it serves. What it may not do is pay its income out to its members — that is forbidden, and on dissolution its assets pass to a body with similar objects rather than to anybody involved in it.

The Association is founder-led. The Council comprises nine seats, of which six are elected by the membershipand form the majority. The founder holds one seat ex officio and appoints two. The full terms on which he does so, including the matters reserved to him, are set out in the constitution, which is published in full.

At least two of the six elected seats must be held by people who are Independent as the constitution defines it — earning nothing from private lending and working for nobody in it. A Founder appointee cannot be counted towards that requirement. The chairperson has no casting vote. The constitution also establishes the offices of chairperson, secretary and treasurer, a Standards and Verification Committee, and the role of Independent Reviewer.

Council members are named here as they take office.

Relationship with ProLend

Editor’s disclosure: The author is Managing Partner of ProLend, the commercial private-lending platform that supported the establishment of the Association and is its Founding Gold Partner. That interest is disclosed on every article he writes.

Founder-led, and what that means

The Association is led by its founder, and says so. Most professional bodies were started by someone; the ones that pretend otherwise are usually the ones worth looking at more closely. What matters is not who started it but what is fenced off from him, and the answer here is: everything the Association actually publishes about anyone else.

The founder holds a seat on the Council, appoints two of the nine, and licenses the name, the marks and the website to the Association on published terms. He has no right to propose, approve, veto, delay or influence a verification decision, a complaint or its outcome, a correction, a disciplinary finding, a published standard, or anything this site publishes. That boundary is drafted into the constitution rather than promised here, and it is the part worth checking.

The constitution is published in full and sets out the rest — the Founder Seat, the matters reserved to him, the terms of the licence and the limits on every one of them.

Two kinds of verification, kept apart

The Association records two different things and does not let them blur, because they rest on completely different evidence.

Founding Record Verification

Confirmation, from the Association’s own signed founding documents, of who its founders are and what founding positions they hold — identity, legal identity, founding role. It is a question of fact about the Association’s own constitution. It isnot standards accreditation, product approval, an investment endorsement or a guarantee of anything, and it carries no figure about capital, performance or losses.

Standards verification — the verification review

The published methodology that external organisations and practitioners apply through: application, documentary evidence, criteria, a dated status and a renewal cycle. Every decision concerning a partner, a founding member or anyone connected to them is taken by the Independent Reviewer, not by the Association. Any other decision is taken by the Council against the published methodology, and is open to appeal to the Reviewer and to the Reviewer’s annual audit. Nobody holds one.

How members come to elect the Council

Six of the nine seats belong to the membership. They are filled by election at the annual general meeting, and the first election runs on staggered terms — three seats for one year and three for two — so that no single meeting can replace the whole elected component at once. Every member other than an honorary member has one vote, irrespective of class, subscription paid, partnership tier or contribution made. A member admitted less than six months before a meeting cannot vote at it on constitutional amendments, dissolution, Council elections or removals; founding members are exempt. Proxies are limited to one per member and must carry voting instructions on protected business.

Who decides what, now

Editorial content

The editor decides what is published and when it is reviewed, under the editorial policy. No partner approves copy, and material unflattering to the asset class is published as written.

Standards and methodology

Drafted by the editor and published for comment, then reviewed by people who earn nothing from this market before they are settled. Members vote on the standards their own work is measured against.

Verification decisions

Taken by the Council against the published methodology, and published as a record rather than a badge: what was checked, against what evidence, what does not apply, what remains open, and when the record is next reviewed. No verification status has been granted yet; checks have been completed on one organisation, the Founding Gold Partner’s record, and a decision follows a constituted Council and the Independent Reviewer’s confirmation.

Listings and corrections

The editor maintains the registers and corrects them on request. Anyone may challenge a listing at complaints@privatelendingassociation.co.za.

Membership

The founding constitution provides for five classes of member: founding members; practitioner members, being individuals who present private-lending arrangements to the public; organisation members; associate members, being professionals with an interest in the Association’s objects; and honorary members. Each member other than an honorary member has one vote, irrespective of class, subscription paid, partnership tier or contribution made.

The admissions process is adopted and applications are open. The rules, what a member undertakes, what it costs and how membership ends are published in full as PLA-GOV-004, which carries the application form. Membership carries annual dues, set by the Council and approved at a general meeting at which every member has one vote. A proposed schedule is published so that it is on the record before the meeting that decides it rather than after; it is not adopted, and nothing is payable until it is. See dues and fees.

Membership indicates participation in the Association. It is a promise you make, not a finding the Association publishes about you — that is verification, which is a separate scheme with its own rules (PLA-STD-007 for organisations, PLA-STD-008 for individuals). Neither confers the other, and you may hold either, both or neither. Membership is not a verification, and it is not an endorsement of anyone’s business. Partnership does not constitute regulatory approval or automatic verification under the Association's verification framework.

Founding documents

The Association is governed by the following documents. Redacted copies of the constitution and the founding resolution are available from the Secretary on request; signatures, identity numbers, residential addresses and private contact details are never published.

The published documents are the standards, the verification methodology, the code of conduct, the complaints procedure, the editorial policy and the badge and mark usage policy.

Funding and commercial separation

• The Association is funded by partner contributions, member dues and the fees charged for an assessment. ProLend, as Founding Gold Partner, funds it at present.
• No advertising is carried, and no editorial position is for sale.
• No charge is made for a listing, an entry in a register or a link, and none is made for bringing a complaint or asking for a correction. The reader pays nothing.
• An assessment fee pays for the work of the assessment and not for its outcome. A failed assessment costs what a passed one costs, the rate is published, and clause 10.2 voids any decision a contribution influenced. See dues and fees.
• No commission, referral fee or payment of any kind is received for an enquiry, introduction or placement.
• Partnership tiers are commercial; verification statuses are not, and a tier cannot produce one. That separation is enforced in the code as well as in policy — a tier is never stored as a property of a verification record.

Conflicts of interest

The central conflict is disclosed above and under the byline of every article the editor writes. The working rules that follow from it:

1. Every article discloses the editor’s interest, not only this page.
2. No page recommends a partner. Pages answer the reader’s question and name a partner only where it genuinely helps, and the editorial policy sets the test: would this page be credible with the partner’s name removed?
3. Comparisons include the cases where private lending is the weaker option. Where it is, the page says so.
4. A verification decision on a related party is taken by the Council against the published criteria, published with the connection disclosed on the record, and referred to the Independent Reviewer for re-examination once one is appointed.

The safeguard that does the work

The Association is founder-led and does not describe itself as independent. That is a permanent position stated in the constitution, not a phase it plans to grow out of, and the composition of the Council is published above so that the position can be checked.

What is independent is the decisions the Association cannot credibly take itself. Every verification decision and every complaint concerning a partner, a founding member, a Council member or anyone connected to them is decided by the Independent Reviewer rather than by the Association — so it never rules on itself or on the people who fund it. Every other decision is taken by the Council against the published methodology, and the Reviewer hears appeals against it and audits a sample annually, choosing the sample themselves. The Reviewer may require a correction, may be removed only by a 75% vote with the reasons published, and reports annually in a report published in full. The constitution sets deadlines for filling that office and a fallback appointment if the Council does not act, so the role cannot quietly lapse.

If you are weighing whether anything published here means something, weigh that mechanism rather than the composition of the Council. A body whose founder cannot overturn a finding is worth more than one that merely says it is independent.

No verification status has been granted to any organisation or practitioner. The registers show exactly what each record does and does not establish.

Common questions

Is the Association independent?

No. The Association is founder-led and says so — it was established with the support of ProLend, its Founding Gold Partner, and the person who edits its material is Managing Partner of ProLend. What is independent is the decisions the Association cannot credibly take itself: every verification decision and every complaint concerning a partner, a founding member, a Council member or anyone connected to them is decided by an Independent Reviewer rather than by the Association. Every other decision is taken by the Council against the published methodology, subject to appeal to the Reviewer and to the Reviewer’s annual audit. That is the mechanism worth weighing.

Who runs the Association?

The constitution establishes a Council of nine: the Founder Seat, two Founder-appointed seats and six elected by members, of whom at least two must be independent of this market. Editorial and standards work is carried out by the Association's editor, with operational support from ProLend. Verification decisions are confirmed by an Independent Reviewer, not by the editor and not by the Council alone.

How is the Association funded?

By ProLend, its Founding Gold Partner. The site carries no advertising, sells nothing, charges nothing for a listing and receives no commission or referral fee for an introduction to any organisation or practitioner.

Questions about governance: info@privatelendingassociation.co.za