Objectives

The primary objective of this tender is to appoint a qualified service provider to assist the South African Medical Research Council (SAMRC) in fulfilling the conditions set by the Minister of Health for establishing a standalone fundraising foundation. The provider will conduct legal, governance, and risk assessments to ensure compliance with relevant legislation and to develop appropriate structures and frameworks for the foundation’s establishment and operation.

Scope

The scope of work includes:

• Conducting a legal assessment to verify the permissibility of establishing an independent fundraising entity within the SAMRC’s legislative mandate.
• Providing a formal legal opinion on the legality and appropriateness of the proposed foundation.
• Assessing compliance requirements under applicable legislation, including non-profit governance laws, company law, and public finance regulations.
• Developing or advising on governance and risk management frameworks, including:
• Legal structuring of the entity as an independent non-profit governed by an independent board.
• Drafting governance instruments such as Memoranda of Agreement to regulate relationships, fiduciary duties, branding, and engagement conditions.
• Provisions for dissolution or termination, including triggers and procedures for winding down and handling donor funds.
• Risk mitigation measures related to dual or parallel funding streams.
• Assessing implications of seed funding, grants, or in-kind support from a public finance perspective and advising on compliance with treasury guidance.
• Strengthening financial governance and accountability through recommendations on audit requirements, reporting, oversight, and safeguards against fiduciary risks.
• Ensuring the foundation’s operations align with the SAMRC’s strategic mandate and national priorities, avoiding duplication or conflict with existing programs, and maintaining appropriate independence and accountability.

Technical Requirements

The service provider must demonstrate expertise in:

• South African legislation related to public sector, non-profit, corporate governance, and finance.
• Legal advisory services, particularly for establishing independent non-profit entities.
• Compliance with regulatory frameworks including the Companies Act, Non-Profit Organisations Act, PFMA, and Treasury regulations.
• Development of governance frameworks, risk management policies, and legal documentation such as MOUs and dissolution provisions.
• Experience in public sector financial management, auditing, and accountability mechanisms.

Skills Requirements

The proposal must demonstrate the team’s qualifications, including:

• Legal experts admitted attorneys with a focus on public sector law.
• Corporate and financial governance specialists, such as qualified CA(SA) or accounting officers.
• Risk management and compliance specialists with relevant experience.
• Project management expertise to ensure timely delivery within the one-month timeframe.
• Proven track record in South African legislation, regulatory compliance, and governance advisory for similar projects.