IAWE International Association of Wind Engineering

BY-LAWS 2003

Art. 1 NAME

The name of this organisation is “International Association for Wind Engineering” (hereinafter referred to as “Association”). The initials IAWE may be used as the abbreviated name of the Association.

Art. 2 AIM

2.1 The aim of the Association is to promote international co-operation among scientists, engineers and other professionals for the advancement of knowledge in the broad field of wind engineering.

2.2 The Association will accomplish its aim by:

(a) organising international and regional meetings;

(b) accomplishing the liaison with national and international organisations working in wind engineering and in similar fields;

(d) encouraging the constitution of new Member Organisations.

Art. 3 LANGUAGE

The official language of the Association is English.

Art. 4 MEMBERSHIP

4.1 The members of the Association are Member Organisations accepted into membership.

4.2 Member Organisations are Associations or Societies for Wind Engineering that represent one or more nearby countries. Normally, a country may be a member of the Association through only one Member Organisation.

4.3 A Member Organisation is composed of members, individual or corporate, accepted into membership according to the By-laws of that particular Organisation.

4.4 Individual Members of affiliated Member Organisations shall be deemed to be individual members of the Association. An Individual Member of the Association may belong to more than one Member Organisation.

Qualification for membership

4.5 A Member Organisation shall have aims in keeping with the aim of the Association; and shall also have:

(a) a Constitution or By-laws;

(b) a President or Chair (hereinafter referred to as "Executive Officer");

(d) an address for its Secretariat.

4.6 A Member Organisation shall inform the Association and provide full details whenever:

(a) its Constitution or By-laws are changed;

(b) a new Executive Officer or Secretary has been appointed; and

Application for membership

4.7 An existing organisation may apply to become a Member Organisation by forwarding an application letter to the Secretary General of the Association (hereinafter referred to as “Secretary General”), duly signed by the Executive Officer and by the Secretary of that Organisation.

4.8 The letter of application shall indicate that, if accepted, the Member Organisation will do its best to further the aim of the Association, to co-operate with it and to abide by its By-laws. It shall also be accompanied by:

(a) a copy of its current Constitution or By-laws;

(b) the names of its Executive Officer and Secretary;

(d) the list of the names of its current members;

(e) the date of its founding; and

(f) the wish for its Regional allocation.

Review of applications for membership

4.9 Within one year of its receipt, an application for membership shall be reviewed by the Executive Board of the Association (hereinafter referred to as “Executive Board”). At the conclusion of this review, the application will either be approved or be deferred.

4.10 Actions of the Executive Board shall be reported to the next General Assembly of Delegates (hereinafter referred to as “General Assembly”).

4.11 In the case where the Executive Board decides to defer an application, the Applicant Organisation may appeal at the next General Assembly.

Resignation or removal from membership

4.12 A Member Organisation may resign from the Association by forwarding a resignation letter to the Secretary General, duly signed by the Executive Officer and by the Secretary of that Organisation.

4.13 The Executive Board may suspend or terminate the membership of any Member Organisation with due cause. The vote to terminate membership shall be supported by at least two-thirds of the members of the Executive Board. Before taking the vote on termination of a Member Organisation, that Organisation shall be given a reasonable opportunity to respond to the case.

Supporting Members

4.14 Individuals, private firms and other organisations may be Supporting Members of the Association but shall not have specific representation in its administration.

Art. 5 FINANCES

5.1 The Association is a non-profit organisation.

5.2 Neither an entrance fee nor an annual subscription is due to the Association. However, Member Organisations and Supporting Members are recommended to give, whenever this is possible, voluntary contributions to the Association.

5.3 Besides voluntary contributions, the Association may be supported by a small percentage of the registration fees at conferences, royalty revenues from publications, unrestricted grants and other sources, in accordance with policies laid down by the General Assembly.

5.4 Only the staff of the Secretariat may receive remuneration from Association funds. However, the reimbursement of certain direct expenses may be authorised.

5.5 Only the President of the Association (hereinafter referred to as “President”) or the Secretary General may authorise expenditure.

5.6 The appropriation account and the estimated budget of the Association, prepared by the Secretary General and approved by the President, shall be submitted to approval by the Executive Board at least once a year. The appropriation account of the Association for the period since the previous General Assembly, prepared by the Secretary General and approved by the President, shall be submitted to approval by every General Assembly.

Art. 6 REGIONS

6.1 The Association shall operate through the following three Regions: Europe and Africa; North and South America; Asia and Australia.

6.2 Each Member Organisation shall be allocated to one Region only, in accordance with geographical and technical considerations deemed most beneficial to furthering the aim of the Association and preferably in accordance with the wish of the Member Organisation.

6.3 A Member Organisation may seek a change of its Regional allocation. The Executive Board may accept the change subject to ratification by the General Assembly.

Art. 7 CONFERENCES AND CONFERENCE CHAIRS

7.1 Conference expenses shall be met by host country.

International Conference

7.2 The “International Conference on Wind Engineering” (hereinafter referred to as “International Conference”) shall be held approximately every four years. The initials ICWE may be used as the abbreviated name of the International Conference.

7.3 A proposal from a Member Organisation to act as host for an International Conference including the nomination of an Individual Member of that Organisation to serve as Chair of the Organising Committee (hereinafter referred to as “Chair of the International Conference”) shall be sent to the Secretary General sufficiently before the General Assembly four years in advance of that Conference.

7.4 The General Assembly is vested with the responsibility of accepting the proposal by a Member Organisation to host the next International Conference and of approving its nominated Chair. The venues for the International Conferences are to rotate in sequence through the three Regions as follows:

(a) Europe and Africa;

(b) North and South America; and

7.5 In the event that a General Assembly is not in possession of an acceptable invitation to host the next International Conference, or in case of vacancy of the host country or of the Chair of the International Conference, it will remain the responsibility of the Executive Board, on behalf of the General Assembly, to establish, by invitation, a suitable host country and the Chair of the next International Conference.

Regional Conferences

7.6 The “Regional Conferences on Wind Engineering” (hereinafter referred to as “Regional Conferences”) shall be held about mid-term between International Conferences. The initials EACWE may be used as the abbreviated name of the European and African Regional Conference. The initials ACWE may be used as the abbreviated name of the North and South American Regional Conference. The initials APCWE may be used as the abbreviated name of the Asian and Australian (Asia-Pacific) Regional Conference.

7.7 A proposal from a Member Organisation to act as host for a Regional Conference including the nomination of an Individual Member to serve as Chair of the Organising Committee (hereinafter referred to as “Chair of the Regional Conference”) shall be sent to the Secretary General sufficiently before the Regional Assembly of Delegates (hereinafter referred to as “Regional Assembly”) four years in advance of that Conference.

7.8 The Regional Assembly of Delegates (hereinafter referred to as “Regional Assembly”) is vested with the responsibility of accepting the proposal of a Member Organisation to host the next Regional Conference and of approving its nomination for Chair.

7.9 In the event that a Regional Assembly is not in possession of an acceptable invitation to host the next Regional Conference, or in case of vacancy of the host country or of the Chair of the Regional Conference, it will remain the responsibility of the Executive Board, on behalf of the Regional Assembly and on terms agreed with the Regional Co-ordinator, to establish, by invitation, a suitable host country and the Chair of the next Regional Conference.

Other Meetings

7.10 In addition to International and Regional Conferences, Member Organisations as well as Groups and Societies in the broad field of wind engineering are encouraged to organise other International, Regional and National Conferences, Meetings, Symposia and Workshops. The Chairs are invited to inform the Executive Board of such activities. The Executive Board shall provide a minimum level of co-ordination between different activities.

Art. 8 PRESIDENT

8.1 The President has the following duties:

(a) to foster the aim of the Association;

(b) to act on behalf of the Association in accordance with policies and procedures approved by the General Assembly;

(d) to preside at the meetings of the General Assembly and of the Executive Board, and to ensure that their minutes are duly taken and forwarded to the Secretary General; and

(e) to respond to matters, other than those in 11.4, that may arise between two General Assembly meetings.

8.2 The term of office of the President shall normally be from the end of the International Conference where he/she is elected to the end of the next International Conference. A President is not eligible for re-election on completion of his/her term of office.

8.3 In case the President is unavailable temporarily his/her duties are assumed by the Chair of the coming International Conference.

Art. 9 REGIONAL CO-ORDINATORS

9.1 Each Region shall designate one Regional Co-ordinator.

9.2 A Regional Co-ordinator has the following duties:

(a) to foster the aim of the Association among Member Organisations within that Region;

(b) to act as the President’s representative in that Region; and

(c) to preside at the meeting of the Regional Assembly and to ensure that its minutes are duly taken and forwarded to the Secretary General.

9.3 The term of office of each Regional Co-ordinator shall normally be from the end of the Regional Conference where he/she is elected to the end of the next Regional Conference. A Regional Co-ordinator is not eligible for more than two terms.

9.4 In case the Regional Co-ordinator is unavailable, his/her duties are assumed by the Chair of the coming Regional Conference.

Art. 10 REGIONAL REPRESENTATIVES

10.1 Besides the Regional Co-ordinator, each Region shall designate one Regional Representative in the General Assembly and in the Executive Board.

10.2 The term of office of each Regional Representative shall normally be from the end of the International Conference where he/she is elected to the end of the next International Conference. A Regional Representative is not eligible for re-election on completion of his/her term of office.

Art. 11 SECRETARY GENERAL AND SECRETARIAT

11.1 The Secretariat of the Association is the office of its Secretary General. It consists of the Secretary General and administrative and clerical persons engaged by the Secretary General.

11.2 The Secretary General is appointed by the President, in consultation with and on terms agreed by the Executive Board. The Secretary General cannot be the President, a Regional Co-ordinator, a Regional Representative, the Chair of the International Conference or the Chair of a Regional Conference.

11.3 The Secretary General is directly responsible to the President.

11.4 The functions of the Secretary General are:

(a) to administer the Secretariat;

(b) to maintain the records and the web site of the Association;

(d) in collaboration with the President, to be responsible for the conduct of the finances of the Association and for all fiscal and legal requirements imposed by the country wherein is established the Secretariat;

(e) to provide an annual accounting of the funds and of the budget of the Association;

(f) to invite each Member Organisation, one year before the International Conference, to submit its nomination of an Individual Member for the next President or Regional Representative, having first ascertained that its nominee is willing to serve if elected;

(g) to invite each Member Organisation, one year before the Regional Conference, to submit its nomination of an Individual Member for the next Regional Co-ordinator, having first ascertained that its nominee is willing to serve if elected;

(h) to invite each Member Organisation, one year before the International Conference and one year before the Regional Conferences, to submit its invitation to host the Conferences and a proposal for an Individual Member of that Organisation to serve as Conference Chair, having first ascertained that its nominee is willing to serve if elected;

(i) to receive nomination(s) and invitation(s), and to send each Member Organisation and the Executive Board a list of all the candidates on which the General Assembly and the Regional Assemblies shall be asked to vote at the next International Conference and at the next Regional Conferences, respectively;

(j) to prepare and to distribute the Agenda and the Minutes of the meetings of the Executive Board, of the General Assembly and of the Regional Assemblies; and

(k) in collaboration with the President, to give the support of the Association to Conferences in the broad field of wind engineering, when such support is requested.

11.5 The term of service of the Secretary General expires with the office of the President.

Art. 12 EXECUTIVE BOARD

12.1 The Executive Board consists of the following members:

(a) the President;

(b) the Immediate Past President;

(d) the three Regional Co-ordinators;

(e) the three Regional Representatives;

(f) the Secretary General; and

(g) Consultative Members co-opted by the President, namely:

(g.1) the Editor of the Official Journal of the Association;

(g.2) the Chairs of the Regional Conferences; and

(g.3) suitably qualified persons.

12.2 The Secretary General and the Consultative Members may not move resolutions or vote.

12.3 The President is the Chair of the Executive Board.

12.4 The functions of the Executive Board are:

(a) to transact the business of the Association in accordance with decisions and policies approved by the General Assembly;

(b) to decide on admissions, withdrawals, suspension and termination of memberships;

(c) to assist Member Organisations in host countries in the planning of the next International Conference and Regional Conferences;

(d) to fill any vacancy in the Executive Board, except the Past President, that may occur between International Conferences; and

(e) to fill any vacancy in the Host Countries or in the Chairs of next International and Regional Conferences.

12.5 The Executive Board shall normally meet during each International Conference, before the meeting of the General Assembly. In addition, it may meet at the call of the President. During the interval between International Conferences, the Executive Board shall function through correspondence and postal or e-mail ballot.

12.6 Unless otherwise provided for in the By-laws, a majority vote of the voting members of the Executive Board is required to approve any matter put to vote. The President shall cast the deciding ballot in the event of a tie vote.

12.7 Any vacancy occurring among the President, the three Regional Co-ordinators and the three Regional Representatives in between the meetings of the General Assemblies will be filled by the Executive Board, via a postal or e-mail ballot conducted by the Secretary General.

Art. 13 GENERAL ASSEMBLY

13.1 The Association is governed by the General Assembly.

Composition

13.2 The General Assembly consists of:

(a) the Delegates of Member Organisations who may move resolutions and may vote;

(b) the members of the Executive Board, who may move resolutions but may not vote, unless otherwise provided for in the By-laws; and

(c.1) the Editor of the Official Journal of the Association;

(c.2) the Chairs of the Regional Conferences; and

(c.3) suitably qualified persons.

13.3 Each Member Organisation is normally represented by one Delegate at the General Assembly. A different number of Delegates may be decided by the General Assembly for the next meetings, depending on the activity and the number of Individual Members of each Organisation.

13.4 Each Member Organisation shall designate its Delegate(s) to represent it in the General Assembly. In the absence of its Delegate(s), a Member Organisation may be represented at the General Assembly by Deputy Delegate(s), communicated to the Secretary General before the beginning of the General Assembly.

Powers and duties of the General Assembly

13.5 The powers and duties of the General Assembly are:

(a) to review and approve Association policies and procedures;

(b) to elect the President and the three Regional Representatives;

(d) to amend these By-laws; and

(e) to decide on dissolution of the Association.

Meetings

13.6 The General Assembly shall be held approximately every four years, at the venue of the International Conference.

13.7 Member Organisations shall submit to the Secretary General, not less than six months before a General Assembly, any item which they wish to have placed on the Agenda. Three months before the meeting, the General Secretary, in consultation with and on terms agreed by the Executive Board, shall send the Agenda to all Member Organisations.

13.8 The Agenda of the General Assembly will normally cover the following items:

(a) minutes of the previous meeting: matters arising;

(b) admission, withdrawal, suspension and termination of memberships;

(d) reports of the Executive Board;

(e) business raised by the President, by the Executive Board and by Delegates;

(f) selection of the venue and nomination of the Chair for next International Conference;

(g) report(s) from Organising Committee(s) for forthcoming Conferences;

(h) election of the next President;

(i) election of the next three Regional Representatives;

(j) reports of Committees;

(k) items submitted after preparation of Agenda, subject to agreement of the President; and

(l) any other business.

13.9 The General Assembly is presided over by the President.

Quorum and voting

13.10 The quorum for the valid constitution of the General Assembly is one-half of the Delegates. If the quorum is not present, and thus the General Assembly cannot be convened, the business scheduled for that meeting shall be conducted through correspondence and postal or e-mail ballot within six months of the International Conference.

13.11 All Delegates present are eligible to vote on any matter, except for the election of the three Regional Representatives for which each Delegate is eligible to vote for only the Representative of his/her Region.

13.12 Unless otherwise provided for in the By-laws, a majority vote of the Delegates present with the faculty of voting shall be required to approve any matter put to vote. The President shall cast the deciding ballot in the event of a tie vote.

13.13 Voting shall normally be by a show of hands. However, for the election of the President and of the three Regional Representatives, for the selection of the venue of the next International Conference and of its Chair, and for other matters specified at the time by the President, voting shall be by secret ballot.

Elections of the President and of the three Regional Representatives; selection of venue for the next International Conference and of its Chair

13.14 The President shall present the list of the candidates, compiled by the Secretary General, on which the General Assembly will be asked to vote for the election of the President and of the three Regional Representatives as well as for the selection of venue for the next International Conference and of its Chair. Any Delegate present may propose additional candidates.

13.15 The candidate receiving a majority vote of the Delegates present shall be nominated. When more than two choices are available and none of the choices receives a majority of the votes on the first ballot count, the choice receiving the fewest votes shall be deleted, and a second ballot conducted. The procedure shall be repeated successively until one of the choices receives a majority of the votes. In the event of a tie vote for any office, the President shall cast the deciding ballot.

13.16 In the event that, due to lack of quorum or for other reasons, the General Assembly has not been convened, it shall be the duty of the Secretary General to ensure that the elections of the President and of the three Regional Representatives as well as the selection of venue for the next International Conference and of its Chair are held through postal or e-mail ballot and that the process be completed within six months of the International Conference. In such an event, to save time, the candidatures securing the highest number of votes shall be nominated and the requirement in 13.15 of obtaining a majority of votes shall be waived. In the event of a tie vote for any office, the President shall cast the deciding ballot.

Postal or e-mail ballot

13.17 For matters deemed by the Executive Board as requiring interim action by the General Assembly, decision may be taken by postal or e-mail ballot. Unless otherwise provided for in the By-laws, approval of a resolution by postal or e-mail ballot will require the affirmative vote of majority of votes cast, provided that the total votes cast is equal to at least one-half of the eligible voters.

Art. 14 REGIONAL ASSEMBLIES

Composition

14.1 Each Regional Assembly consists of:

(a) the Delegates of Member Organisations of that Region, as defined in 13.3, who may move resolutions and may vote;

(b) the Regional Co-ordinator, who may move resolution but may not vote, unless otherwise provided for in the By-laws;

(d) the Chair of the Regional Conference, who may not move resolutions or vote, unless otherwise provided for in the By-laws; and

(e) other persons invited by the Regional Co-ordinator, who may not move resolutions or vote.

14.2 Each Member Organisation shall designate its Delegate(s) to represent it in a Regional Assembly. In the absence of its Delegate(s), a Member Organisation may be represented at the Regional Assembly by Deputy Delegate(s), communicated to the Secretary General or to the Regional Co-ordinator before the beginning of a Regional Assembly.

Powers and duties of the Regional Assembly

14.3 The powers and duties of a Regional Assembly are:

(a) to recommend Association policies with particular regard for that Region;

(b) to recommend Association procedures to the next meeting of the General Assembly;

(d) to select the venue of the next Regional Conference and nominate its Chair.

Meetings

14.4 A Regional Assembly shall be held approximately every four years, at the venue of the Regional Conference.

14.5 Member Organisations shall submit to the Secretary General, not less than six months before a Regional Assembly, any item which they wish to have placed on the Agenda. Three months before the meeting, the General Secretary, in consultation with and on terms agreed by the Executive Board, shall send the Agenda of each Regional Assembly to all Member Organisations of that Region.

14.6 The Agenda of the Regional Assembly will normally cover the following items:

(a) minutes of the previous meeting: matters arising;

(b) reports of the Regional Co-ordinator;

(d) selection of the venue and nomination of the Chair for next Regional Conference;

(e) report(s) from Organising Committee(s) for forthcoming Conferences;

(f) election of the next Regional Co-ordinator;

(g) reports of Committees;

(h) items submitted after preparation of Agenda, subject to agreement of the Regional Co-ordinator; and

(i) any other business.

14.7 The Regional Assembly is presided over by the Regional Co-ordinator.

Quorum and voting

14.8 The quorum for the valid constitution of the Regional Assembly is one-half of the Delegates of that Region. If the quorum is not present, and thus the Regional Assembly cannot be convened, the business scheduled for that meeting shall be conducted through correspondence and postal or e-mail ballot within six months of the Regional Conference.

14.9 A majority vote of the Delegates present shall be required to approve any matter put to vote. The Regional Co-ordinator shall cast the deciding ballot in the event of a tie vote.

14.10 Voting shall normally be by a show of hands. However, for the election of the Regional Co-ordinator, for the selection of venue of the next Regional Conference and of its Chair, and for other matters specified at the time by the Regional Co-ordinator, voting shall be by secret ballot.

Election of the Regional Co-ordinator; selection of venue for the next Regional Conference and of its Chair

14.11 The Regional Co-ordinator shall present the list of the candidates, compiled by the Secretary General, on which the Regional Assembly will be asked to vote for the election of the Regional Co-ordinator and for the selection of venue of the next Regional Conference and of its Chair. Additional candidatures may be proposed by any Delegate present.

14.12 The candidate receiving a majority vote of the Delegates present shall be selected. When more than two choices are available and none of the choices receives a majority of the votes on the first ballot count, the choice receiving the fewest votes shall be deleted, and a second ballot conducted. The procedure shall be repeated successively until one of the choices receives a majority of the votes. In the event of a tie vote, the Regional Co-ordinator shall cast the deciding ballot. In the event of a tie vote for the election of the next Regional Co-ordinator, when the Regional Co-ordinator is considered for re-election, the Chair of the Regional Conference shall cast the deciding ballot.

14.13 In the event that, due to lack of quorum or for other reasons, the Regional Assembly has not been convened, it shall be the duty of the Secretary General to ensure that the election of the Regional Co-ordinator as well as the selection of venue for the next Regional Conference and of its Chair are held through postal or e-mail ballot and that the process be completed within six months of the Regional Conference. In such an event, to save time, the candidatures securing the highest number of votes shall be nominated and the requirement in 14.12 of obtaining a majority of votes shall be waived. In the event of a tie vote, the Regional Co-ordinator shall cast the deciding ballot. In the event of a tie vote for the election of the next Regional Co-ordinator, when the Regional Co-ordinator is considered for re-election, the President shall cast the deciding ballot.

Art. 15 COMMITTEES

15.1 To further the aim of the Association, the General Assembly, the Executive Board or the President may establish Committees or work groups for specific tasks. To further specific aims of the Association concerning one Region, its Regional Assembly or its Regional Co-ordinator may establish analogous Committees.

15.2 The Authority establishing a Committee shall provide the terms of reference and its composition including the name of the Chair of that Committee. Unless specifically extended, appointments of Committees expire at the end of the next General Assembly or of the next Regional Assembly, where appropriate.

15.3 A Committee shall report to the Authority which established that Committee.

Art. 16 OFFICIAL JOURNAL

The official journal of the Association is the Journal of Wind Engineering and Industrial Aerodynamics. The initials JWEIA may be used as the abbreviated name of that Journal.

Art. 17 OFFICIAL WEB SITE

The official Internet address of the web site of the Association is www.iawe.org.

Art. 18 AMENDMENTS TO THE BY-LAWS

18.1 Only the General Assembly can decide amendments to the By-laws.

18.2 Amendments to the By-laws may be proposed by any Member Organisation or by the Executive Board. Amendments proposed by a Member Organisation shall be sent in writing to the Secretary General sufficiently in advance of the General Assembly to have them included as an item on the circulated Agenda.

18.3 Adoption of any amendment to the By-laws shall require a majority vote of the Delegates eligible to vote. This applies both for the ballot in the General Assembly and for postal or e-mail ballot.

Art. 19 DISSOLUTION

19.1 Only the General Assembly may decide to dissolve the Association. Dissolution resolution shall be supported by at least two-thirds of the Delegates eligible to vote.

19.2 In the event of the dissolution of the Association, its assets shall be ceded to an international charitable organisation approved by the General Assembly.

Approved by the Steering Committee of the International Association for Wind Engineering at the 11 ICWE, 3 June 2003.