INDEX
(i) Statement of Purposes
(ii) Code of ethics
(iii) Definitions
01 Name
02 Non-Profit Organization
03 Membership
04 Membership Fees
05 Record of Members
06 Disputes
07 Breaches of the Code of Ethics
08 Organization: Directors & Officers
09 Elections of Directors and Officers
010Meetings
010.1The Quorum
011 Regional Activities
012 Accounts
013 Funds
013 Funds
014 Audit
015 Changes to the Constitution
016 Custody of Records & Privacy
017 Dissolution
018 By Laws
018.3 List of By Laws
018.4 List of Forms
(i) The Statement of Purpose
The Internet Philatelic Dealers Association was founded 23 February, 2002, and held it’s Inaugural General Meeting in 2004. On 5th. February 2007, it was incorporated under the Corporation Laws of the State Government of Florida, USA and the title of the Association became “Internet Philatelic Dealers Association, Inc.”
The Association’s prime purpose is the provision of professional and advisory services for Members, who are engaged in the philatelic industry by-
Encouraging the hobby of stamp collecting; liaising with other philatelic organizations, representing stamp dealers and stamp collectors, over matters and issues of importance or interest to the philatelic industry and to Association Members.
Informing members of changes to national and international postal rates and charges, postal regulations, delivery and security systems of mail.
Keeping members informed of changes and/or proposed changes in the technology, equipment and practices of production, retailing and marketing of philatelic material and the processes of examination, certification and cataloguing of postage stamps, etc. representing the Association when presenting submissions to:
(i) state, national and international administrations concerning changes of the laws and regulations controlling the postal industry, and
(ii) to philatelic associations and societies and to providers of e-services for the philatelic industry concerning changes to services provided for the philatelic industry, any of which may materially affect the viability and performance of stamp dealing businesses; providing a business advisory service and development and self-learning programs for members of the Association engaged in internet based stamp dealing.
(ii)Code of Ethics
By completing the “application for membership form” to become a member of the association, all members are deemed to have pledged themselves to comply with this Code of Ethics-
“To always purchase and sell philatelic material at reasonable and fair prices, giving due consideration to prevailing market conditions and factors and any risk that may be involved in buying or selling philatelic material;
To refrain from knowingly dealing in or holding stocks of stolen philatelic material;
To refrain from knowingly dealing in counterfeit philatelic material except where I have publicly and clearly stated that the item(s) for sale is counterfeit;
To provide buyers of my material with a written description which, to the best of my knowledge, accurately and completely, describes the condition, identification and specification of the items for sale;
To be truthful in all my dealings with sellers and buyers and in all my advertising, displays of philatelic material;
When requested, to give customers advice on philatelic matters which, to the best of my knowledge is correct, and to refrain from making false or misleading statements, and to always refer the customer to another source of information, when the matter is not in my area of knowledge or expertise;
To publicly guarantee a full refund of the purchase price of any philatelic material sold whenever a customer expresses dissatisfaction with the material supplied.”
iii)Definitions & Terminology
In these Rules, unless otherwise stated the following terms mean-
IPDA” and “IPDA, Inc” means the Internet Philatelic Dealers Association, Inc;
“Association” means the IPDA, Inc;
“Financial Year” means the year ending 28th February;
“AGM” means the Annual General Meeting;
“EGM” means an Extraordinary General Meeting;
“Member” means an individual selling stamps on the internet as a stamp dealer, or an individual or company operating as a registered stamp dealer; it may also include other philatelic organizations, such as, Auctioneers, Publishers; Wholesalers, Consultants including Experising, Suppliers of philatelic accessories;
“Financial Member” means a member who has no monies outstanding to the IPDA,Inc;
“Entitled to Vote” means a Financial Member;
“General Meeting” means either an AGM or an EGM;
“Code” means the Code of Ethics;
“Proxy” means any person holding an instrument of proxy or power of attorney to
act on behalf of a Financial Member in a ballot or election conducted by the IPDA, Inc;
“Philatelic Material” means any or all of mint and used postage, revenue and duty stamps, stamp covers, postcards, First Day Covers, postal history, singles, blocks, mini-sheets, accumulations, collections, kiloware and bundled stamps, mailed newspaper wrappers, postmarks, Cinderella, philatelic accessories and stationery, stamp albums and stock books, philatelic catalogues, and any equipment and material used by stamp collectors and dealers;
“Internet Philatelic Dealer” or an “Internet Based Stamp Dealer” means a person or a company that buys and sells postage stamps and other philatelic material for a profit primarily on the internet, and through other outlets;
“Regional Representative” is a Board Director who represents a geographical region of the world. “Interpretation”- in these rules, unless the contrary intention appears, words in the masculine gender shall include the feminine gender and vice versa, words in the singular shall include the plural and vice versa.
INTERNET PHILATELIC DEALERS ASSOCIATION INC . RULES
02NON-PROFIT ORGANISATION.
2.1 The Internet Philatelic Dealers Association, Inc., shall be incorporated as a non-profit association.
2.2 The assets and income of the Association shall be applied solely in furtherance of the Association’s Statement of Purpose, see Page 2. No portion of any asset or income shall be distributed directly or indirectly to the membership of the Association except as reimbursement of authorized expenses incurred on behalf of the Association.
2.3 The Association shall indemnify and protect from harm Directors, Officers, Members and employees in accordance with the provisions of the Laws of Corporation of the jurisdiction under which the Association is registered.
2.4 Pursuant with the foregoing Clause 2.3, a Director, Officer, Member or employee of the Association shall not be personally liable for monitory damages imposed on or incurred by the Association as a result of any action taken, or failed to have been taken by them in the course of performing their duties, unless the Director, Officer, Member or employer of the Association-
(i) carried out his duties in a negligent manner, or
(ii) was shown to have been guilty of willful misconduct not conducive to the good performance and reputation of the Association, or
(iii) was found guilty in a court of law of a breach of the laws of the state/country in which the breach of law occurred; in which case the protection afforded by Clause 2.3 will not apply.
03MEMBERSHIP.
3.1 Membership of the Association will be open to any person who is an internet based stamp dealer, a stamp ‘power seller’, or any other person who is engaged in a related philatelic occupation or service, in a full-time or part time capacity.
3.2 Applications for membership must be made using the Official Application Form, which is available on the Association’s web site at www.ipdaonline.org or from the Membership Secretary.
3.3 All applicants for membership of the Association shall be deemed to have read and agreed to comply with the Code of Ethics when they complete and submit the official application form
3.8GRADES OF MEMBERSHIP:
3.8.1 Founding Members: applies to the Ten Members who formed the Association
3.8.2 Foundation Members: is a member who joined Association before 31st March 2003
3.8.3 Member: applies to all members who have satisfied the qualifications for membership set out in Rules 03.1 to 3.4;
3.8.4 Retired Member: applies to a member who has retired from full-time or part-time stamp dealing but who wishes to retain a connection with the Association. No membership fees will be payable by a Retired Member and he will continue to receive the IPDA Member’s Newsletter and any other benefits of membership. A Retired Member may be appointed to a non-executive office of the Association;
3.8.5 Honorary Life Membership: maybe awarded to a member who is recognized as having given distinguished service to the Association. Nominations for this award must be made by at least two members signifying their support for the award. Honorary Life Members are exempted from payment of membership fees without loss of benefits;
3.8.6 Corporate Membership: Is a member who is a “company” who has nominated himself, or an employee of that company, to be the company’s Nominee. The Nominee shall be entitled to all the normal benefits of membership
3.9 RESIGNATION
A member may resign from the Association by giving one month’s written notice to the Membership Secretary. The Board of Directors may or may not accept the member’s resignation.
04 MEMBERSHIP and JOINING FEES
4-1 The Board of Directors may declare a Joining Fee shall be paid by new members on joining the Association Fee, if it considers such a fee is desirable. Any Joining Fee shall not exceed 33% of the Annual Membership Fee. The amount of the Annual Membership Fee is reviewed annually by the Board of Directors prior to the Annual General Meeting and is recommended to the Annual General Meeting for approval.
4-1 The Board of Directors may declare a Joining Fee shall be paid by new members on joining the Association Fee, if it considers such a fee is desirable.
Any Joining Fee shall not exceed 33% of the Annual Membership Fee. The amount of the Annual Membership Fee is reviewed annually by the Board of Directors prior to the Annual General Meeting and is recommended to the Annual General Meeting for approval.
4-2 The Annual Membership Fee is payable on the 1ST March each year
4-3 The Annual Membership Fee amount is displayed on the Association’s web site at www.ipdaonline.org
05 RECORD OF MEMBERSHIP
The Association maintain an up to date record of members. This record will include member’s business names and particulars and a record of membership fees paid. The Membership Secretary will display a current list of members, and applications for membership on the Association’s web site.
Any member may request to be supplied with a copy of the members list. All personal information about a member, contained in the Association’s Membership Records are confidential and may not be released without the Member’s express permission to do so. A member may choose to display all or part of his personal details on the Association’s web site
06 DISPUTES
6.1 Whenever the Board of Directors becomes aware of a dispute between the Association and one of its members, or between two or more Association members, or between an Association member and a non-member, the Board shall take steps to urge quick settlement of the dispute.
6.2 If the Board considers the dispute is in danger of not being resolved quickly then it may take action to bring about a resolution and may appoint three members of the Association to form a Disputes and Reconciliation Sub - Committee.
6.3 If the Association’s Sub-Committee is unable to resolve the dispute then the Board will offer to appoint an external mediator. Such appointment will require both parties to the dispute to agree to the appointment. If the parties do not agree on the appointment of a mediator then the Board of Directors itself will decide the appropriate resolution and their decision will be final
07 BREACHES OF THE CODE OF ETHICS
7.1 If the Board of Directors becomes aware that a member is in serious breach of the Association’s Code of Ethics, including behavior prejudicing the Association, it shall investigate the alleged claim to determine whether the Code has been breached and determine what action needs to be taken should the member be found guilty. The member who is alleged to have breached the Code of Ethics shall be given the opportunity to present his case to the Board of Directors before a final decision is made
7.2 The Association Secretary shall record all particulars of the alleged act, the evidence for and against the alleged act and the grounds upon which the Board’s decision is made.
7.3 The Board of Directors, in determining the penalty that shall be imposed on a member who has been found in breach of the Code of Ethics, may apply one or more of the following
1 censure the member,
2 require the member to stand down from any office he holds as as a Director;
3 rule that the member is not able to stand for election as a Director or to any other office for a given period; expel the member.
08 ORGANISATION: THE DIRECTORS AND OFFICERS.
8.1 The Board of Directors shall comprise no less than eight (8) Directors including the Chair Person and Vice Chair Person. The Secretary, Treasurer and Membership Secretary may also be Directors of the Association or they may be members who are ex officio members of the Board .
All Directors shall be Regional Representatives.
The Executive Committee (Administration) shall comprise the Chair Person, the Secretary and the Treasurer.
The Board will select the Chair Person, and the Vice Chair Person from the Directors at its first Meeting following the AGM.
8.2 The Board may appoint Directors or ordinary members to be the Secretary, Treasurer, Membership Secretary, Publicity & Marketing Officer, Editor of the Member’s Monthly Newsletter, Blog Master, Web Master and Librarian. The Board may make these and Directors appointments on a temporary basis until the next AGM when such appointments must be confirmed.
8.3 The number and location of Regional Representatives shall depend upon the number and distribution of members, the demand for regional representation and the availability of candidates for these positions.
8.4 Powers & Duties of the Board of Directors & Executive Committee
8.4.1 The Board of Director’s powers comprise, but are not limited to, the borrowing of money and the raising of funds, including the purchase of Mortgages and other charges on Association assets and property, to determine whatever actions are considered necessary to protect the Association and its assets, to fulfill the Association’s purposes and to maintain efficient services for all members;
8.4.2 The Executive Committee shall be responsible for the conduct of administrative functions covering membership, services and finance. The Executive Committee must ensure the protection of the Association’s assets and property and promptly report to the Board any serious fluctuations in the value of assets or any serious departures from the Annual Budget.
8.4.3 The Chair Person of the Board of Directors will monitor the attendance of Directors at Board Meetings, to ensure that at least a Quorum of Directors will be in attendance at each meeting.
8.4.4 (a) The Chair Person may permit a Director to miss more than fifty per cent (50%) of Board Meetings in any one year (commencing the date of the Annual General Meeting), provided the Director attends the Annual General Meeting and gives advance notice of his intentions with reasons for consideration by the Chair Person.
8.4.4 (b Where a Director fails to attend a minimum of fifty per cent (50%) of the bi-monthly Board Meetings in any one year without giving any notice and reasons he shall be suspended by the Chair Person from his position of director, pending consideration of any action necessary by the Board.
09 ELECTION and TERMS OF OFFICE of DIRECTORS and OFFICERS.
9.1 Each Director and all other office holders will serve for a period of 24 months. At the end of that time they must stand down but may offer themselves for re-election at an Annual General Meeting.
9.2 Members who have been appointed by the Board to fill a vacant position on a temporary basis until the next Annual General Meeting must stand down at that meeting but may offer themselves for appointment for period of two years
9.3 At least 42 days prior to each A.G.M. the Secretary will call for nominations to fill vacant position and those positions about to be vacated at the A.GM. Nominations must be returned to the Secretary at least 21 days prior to the A.G.M. Ballot papers will then be forwarded by email (or letter post) to each member, who are required to return their Ballot papers to the Secretary by email (or letter post) to reach him at least 7 days before the A.G.M.
9.4 The positions of Chair Person and Vice Chair Person shall be filled by the Board of Directors from within their own ranks immediately following the Annual General Meeting.
The positions of Executive Officers (Secretary and/or Treasurer and the Membership Secretary) and other administrative officers may be filled by election at an AGM or EGM. Failing that, by the Board of Directors from within its own ranks immediately following the AGM or an EGM, or by the Board of Directors appointing ordinary members to these positions.
Appointments for a period longer than one year shall be confirmed at the next AGM or EGM. Holders of Executive and administrative positions who are not Directors shall be appointed ex-officio members of the Board. Ex-officio members of the Board will not have a vote at Board Meetings but will progress reports and act as advisers to the Board on matters under their control.
010 MEETINGS
10.1 All General and Board Meetings of the Association shall be conducted by means of an electronic chat meeting. Board Meetings shall be held once per month on the second Tuesday (US EST time) each month and at other times as agreed by the Board.
10.2 Quorum of Board Meetings. The Quorum at all Board Meetings shall be one more than half of the Board Directors in office, including the Chair Person;
10.3 Notices of a Board Meeting. The Secretary will convene all meetings after consulting the Chair Person as to suitability of time, date and the Agenda. A Notice of the Meeting with the Agenda will be issued not less than seven (7) days prior to the date set for each meeting. The Board of Directors will meet at bi-monthly intervals, but may hold more meetings as required.
10.3.1 Decisions made by the Directors by email voting in-between Board Meetings. All decisions made by Directors between Board Meetings using the ‘email voting’ procedure, must be approved by a majority of the Board Directors taking part, provided the number of Directors participating is not less than a quorum of the full Board of Directors. in the ’email voting’ procedure is not less than a quorum of the full Board of Directors. These decisions must be confirmed at the next Board Meeting and recorded in the minutes of that meeting.
10.3.2 Records of Board Meetings. The Secretary will record all meetings of the Board and will prepare and issue minutes of the meetings for approval at the next Board Meeting. The minutes of meetings shall be preserved in hard copy format and in CDs/DVD format.
10.4 If there is no Quorum present at a Board Meeting the Chair Person will delay the start of the meeting by fifteen minutes. If at the end of that time there is still no quorum the Chair Person will nominate another day and time and reconvene the meeting. If there is not a quorum at the reconvened meeting then the Chair Person will cancel that meeting and refer administrative and urgent matters to the Executive Committee and all other matters to the next Board Meeting;
10.5 The Chair Person will use a casting vote in the event there are an equal number of votes for and against any motion at a Board meeting.
10.6 Sub-Committees. The Board of Directors may establish sub-committees to undertake special projects or to represent a regional area. Sub-committees must conform to the Rules of the Association and to any special By Laws set by the Board for that Sub-committee.
10.7 THE ANNUAL GENERAL MEETING (AGM)
The Annual General Meeting (AGM) of the Association shall be an OPEN Meeting of The Association held in May each year. The Agenda for an AGM shall be
(1) Verification of members present and of Proxies received.
(2)The adoption or amendment and adoption of the minutes of the previous AGM;
(3) Adoption of the Annual Reports from the Chair Person, and the Treasurer, and presentation and adoption of the Annual Audited Financial Statement and Balance Sheet (Note: The Chair Person’s Report may incorporate the secretarial and administrative reports).
(4) Election of members to vacant positions on the Board of Directors, and to vacant administrative positions;
(5) To adopt, amend and adopt or reject any special motions including Changes to the Constitution and any temporary changes made by the Board in the previous twelve months;
(6)To adopt, amend or reject the Annual Business Plan and Financial Budget.
(7 )To appoint the Auditor for the forthcoming year.
(8) Close of meeting.
10.8 EXTRAORDINARY GENERAL MEETING (EGM)
An EGM shall be called by the Secretary of the Association upon receipt of a Resolution proposed and seconded and supported by a at least 2 other members of the Association.
10.9 ISSUE OF NOTICES OF GENERAL MEETINGS.
THE AGM: At least 60 days prior to the date set for the AGM, the Secretary shall issue the Notice of Meeting. The Notice will include advance notification of elections to fill vacant offices and will give details of any current office holder who has signified his wish to stand for re-election. The Notice shall be accompanied with nomination forms. The Notice will also call for Motions for changes to the Constitution and any Special Motions that can only be decided at an AGM (or an EGM).
THE EGM: At least 30 days notice must be given to members for an EGM to be held. The Secretary will issue a Notice and Agenda together with details of Motions and or Resolutions which have been received. All motions and resolutions for an EGM must be proposed and seconded and supported by 4 other members of the Association.
10.10 QUORUMS AT AGMs and EGMs.
The Quorum of members required at an AGM or an EGM is thirty-three (33%) per cent of the total paid-up membership as at the date of the Meeting. Verified Proxy voters shall be counted towards the Quorum.
If there is no Quorum present at an AGM or an EGM the Chair Person shall reconvene the Meeting on another convenient date. If there is no Quorum at the reconvened AGM or EGM the Chair Person shall immediately declare the General Meeting closed and call an Open Meeting of the Board of Directors to commence immediately. He will instruct the Open Meeting to deal with business of the AGM or the EGM as if it was a normal Board Meeting and allows members present to vote on all issues.
If there is no Quorum present to hold an Open Board Meeting the Chair Person shall close the Open Meeting and refer the Agenda to the next normal Board of Directors Meeting.
10.11 PROXY VOTES
Members may use Proxy votes at an AGM and at an EGM. The instrument to be used to appoint a proxy will be supplied on request by the Secretary or it may be a document prepared by a solicitor. All proxies must be in the hand of the Secretary at least forty-eight hours (48 hours), before the start of an AGM or an EGM.
11 REGIONAL ACTIVITIES
The Board of Directors shall establish regional groupings of Members based on the number of members forming a region which has called for representation on the Board of Directors? The minimum number of members required to form a region is five (5). The Regional Representative must be resident in a region to qualify for appointment as its Director and Regional Representative.
A Regional Representative may create a regional sub-committee which will be responsible for organizing the affairs of the Association in that region. Each Region will be required to produce an annual budget and activity plan for submission to and approval of the Board of Directors. The region shall also be responsible for submitting to the IPDA Member’s Newsletter Editor items for publication and organizing the recruitment of new members from that region.
Each region shall appoint a Secretary and/or Treasurer who will be responsible for membership, administration and accounting services for the Region. Annual accounts and balance sheets shall be submitted to the IPDA Secretary and Treasurer. Regional Accounts shall be audited and included in the IPDA’s Annual Financial Report to the AGM.
012 ACCOUNTS
The Accounts of the Association shall be maintained by the IPDA Treasurer, who shall prepare quarterly returns of income and expenditure. The Treasurer shall also receive annual financial returns from each Region for incorporation into the Annual Financial Report to the AGM.
The Association shall maintain a treasurer’s bank account. All payments from the bank account shall be made by cheque signed by the Treasurer and/or one other signatory. The Association shall also maintain an account with PAYPAL and use this where ever possible for payment of expenses and receipt of monies.
013 FUNDS
The Funds of the Association shall be mainly derived from Joining Fees and/or Annual Membership Fees.
014 AUDITOR
The Annual General Meeting shall approve the appointment of an Auditor recommended by the Board of Directors. The Board of Directors shall negotiate any audit fee or costs before the appointment of the Auditor and the scale of fees is recommended to the AGM. The AGM shall give final approval
015 CHANGES TO THE CONSTITUTION
All motions to amend, add to or delete any part of the Constitution must be proposed, and seconded and supported by at least two other members of the Association and be forwarded to the Secretary. The Board will decide whether the changes should be considered at the next AGM or to call an EGM. The Board of Directors may make temporary changes to the Constitution at any time. These temporary changes must be submitted to the next AGM for confirmation should the Board propose that the changes become permanent.
016 CUSTODY OF RECORDS AND PRIVACY
16.1 The Secretary, Treasurer and Membership Secretary will ensure that the records belonging to the Association are secure and properly preserved. All accounting, correspondence, membership and administrative records and records of Board Meetings, AGMs and EGMs and other meetings such as those concerning disputes and appeals should be held for seven (7) years, or the minimum period according to the Law relating to the preservation of records in the state or country where the Association’s registered office is located.
16.2 The Association will ensure that all information held including membership and personal information shall be confidential and secure. No information will be released unless permission is first obtained from the owner of that information.
017 DISSOLUTION
17.1 No dissolution of the Association shall be allowed to be voted on without at least two-thirds (66%) of the membership being present at an Extraordinary General Meeting (EGM) convened for this purpose. Voting on the resolution will be made by members present at the EGM and by members submitting a Proxy Vote in accordance with Rule 10.11.
17.2 If a sixty-six per cent (66%) of the paid-up membership including Proxy voters is not present at the EGM, the Chair Person shall reconvene the meeting at a new date and time. If at the reconvened meeting a quorum of members is not present then the Chair Person shall declare the Resolution defeated and close the meeting.
17.3 If, in the event it is agreed, in accordance with Rule 17.1, that the Association shall be dissolved, the assets of the Association shall be distributed to approved public purpose(s), by the State Government of Florida (see Section 501( c ) (3) of the Internal revenue Code, USA).
018 By-Laws
18.1 The Board of Directors may create By-Laws covering the procedures used by the Association. By-Laws shall not have prominence over the Rules of the Association. If any proposed By- Law will conflict with a Rule of the Association, then it shall not be adopted until it is modified and the conflict is removed or the proposed By-Law is withdrawn.
18.2 By-Laws require a two-thirds majority of the Directors at a Board of Directors meeting to be accepted. The Chair Person will have a casting vote.
18.3 LIST OF BY-LAWS
BL001.00 Accounting and Finance
BL002.00 Advertising and Publicity Not yet available
BL003.00 Annual Business Plan and Financial Budget
BL004.00 Duties and Responsibilities of Directors and Office Holders:
01 Chair Person of Board of Directors
02 Directors/Regional Representatives
03 Vice Chair Person
04 Association Secretary
05 Treasurer
06 Membership Secretary
07 Editor Newsletter and Blog Pages
08 Web Master
09 Publicity/Marketing Officer
10 Librarian
BL005.00 Library Policy and procedure
BL006.00 Membership Procedures
BL007.00 Information Technology, Web Site and the Internet
BL008.00 Meetings:
.01 Board of Director’s Meetings
.02 Annual General Meetings (AGM) and Extraordinary General Meetings (EGM)
.03 Chat Meetings
BL009.00 Editorial Not yet available
BL010.00 Administrative Procedures:
BL011.00 The Confidential List In draft form
018.4 BY- LAWS
BL001.00 By Law: Accounting and Financial Procedures
(i)The Accounting System
The Treasurer will maintain the following books of account and prepare the following accounts and reports. A.Cashbook (Excel Spreadsheet in Analysis format)
B.Quarterly Income & Expenditure Report (Excel Spreadsheet)
C.Annual Balance Sheet and I.E. Account (Excel Spreadsheet)
D.Record of Members & Fees Paid (Excel Spreadsheet)
E.File of Expenditure Vouchers & Receipts (hard copy).
F.Backup files of all accounting records on CD/DVD disc.
(ii)The Cashbook
Shall be maintained as an MS Excel Spreadsheet. Each page, containing yearly transactions will be numbered consecutively from 1 upwards. The Cashbook page will be divided into two sections, with Income as one and Expenditure as the other. Under Income, columns will be made to record Membership Fees, Donations and other income.
Under Expenditure, columns will be made to record Paypal; Banking & Currency Exchange charges; Domain & Web site Hosting; IT & Software; Postal charges; and Other Costs. New income and expenditure columns may be added as needed.
(iii)The Quarterly Income & Expenditure Report
Summarises transactions recorded in the Cashbook and is accompanied with a Balance Sheet.
(iv)The Annual Balance Sheet will include physical and intellectual assets owned by the Association, such as, software, stamps and related material, and Library Books owned by the Association. Under Liabilities will appear the depreciated value of assets including Library Books on loan to the Association and depreciation allowed on Books owned by the Association (to be calculated at not less than 10% per annum of their original value/cost unless otherwise determined by the Board of Directors. The Balance Sheet will also show cash at the Bank, cash with Paypal and cash on hand with the Secretary, the Membership Secretary, the Librarian, the Webmaster and others authorised to do so by the Board.
(v)The Record of Members & Fees Paid and the File of Expenditure and Receipt documents are self-explanatory.
(vi)Banking
Due to special Financial and Bank Regulations currently existing in many countries, the Treasurer will be obliged to set up a banking account in accordance with the security regulations of his country of residence. This may require the Association to provide the bank with personal details and signatures of all the Executive Committee Members, or if they are not resident in the same country, of a local Director of the Association.
If requested, the Executive Committee will supply a letter to the bank, stating the Treasurer is authorised to receive and dispense all monies on the Association’s behalf. Either, the members of the Executive Committee or the Treasurer and the Director, shall be co-signatories of the bank account. This authority must receive the approval of the Board of Directors before it is released. The bank account shall be in the name of the Association, that is, “Internet Philatelic Dealers Association, Inc.,”
(vii)Paypal
Under Paypal’s current rules the Association’s Paypal account must be linked to an IPDA, Inc. bank account. This will facilitate the transfer of funds from the Paypal account to the bank account when directed by the Treasurer.
To provide the Association and the Treasurer with adequate protection the Paypal account must be in the name of the Association or where this is not possible, in the name of the Treasurer, such as, “P.Sxxxxxxx - IPDA, Inc.” with the Paypal account named as ipda.username@his email address.
To keep fees to a reasonable minimum, the transfer of monies from the Paypal account to the Association’s bank account maybe made when the balance due to the Association reaches US$151.00 or above. In practise, funds should not remain in the Paypal account longer than is necessary.
(viii)The following statements will be received or should be obtained from Paypal on a regular basis:-
a.PAYPAL Advice “You’ve got new funds”
This advice arrives by email whenever Paypal receives monies on the Association’s behalf. Printed copies of these should be filed.
b.“Paypal Receipt for your payment”.
Whenever the Association, through Paypal, makes a payment, an email will be received confirming the payment has been made and providing a transaction number. This document should be copied and filed.
c.Paypal “My Account Overview” and “Account Activity” Statements.
At least once each month the Treasurer shall download from www.paypal.com a statement of account. This statements provide a running account of monies received and spent through Paypal on behalf of the Association and will supports entries in the Cashbook.
BL002.00 By Law: Advertising and Publicity - Not yet available.
BL003.00 BY LAW: BUSINESS PLAN & FINANCIAL BUDGET PROCEDURE
The Annual Business Planning and Financial Budgeting procedure commences on 15th February each year and is completed at the Annual General Meeting in May, when the Plan and its Budget are approved.
Step 1. On 15th. February each year, a Worksheet (Form001), listing the Projects in the current Business Plan, is distributed to Directors. The Worksheet lists current Projects (comprising administration, services, activities and special projects) is prepared by the Treasurer and/or Secretary with a status report on each item in the Plan.
Step 2. Each Director will consider if extra work is needed to complete the current approved incomplete projects listed in Step 1. Incomplete projects may be carried over to the next Plan Year if the Director agrees that they should still be completed and/or become an ongoing task by writing ‘Yes’ or ‘No’ against each project in the Worksheet.
Step 3. Collating the answers obtained in Step 2 a combined worksheet (Form 001) is prepared. Directors are then invited to submit ideas for new Projects (e.g. policy, computer systems, new or changed procedures, new services, additional benefits for members, publicity/advertising campaigns, etc). These are added to the Worksheet.
Step 4. The combined worksheet is emailed back to the Directors asking them to indicate their support for each Project by inserting a value in the scale “0” for Not favored/Lowest to “4” Essential/Highest value and return this to the Treasurer.
Step 5. The Treasurer will collate the results in a new Plan (Form 002) and submit it to the Directors for their information and request their comments.
Step 6. The Projects which are the top ranked 4 new Projects, plus projects carried forward will be the basis of the Business Plan for the next financial year. The Treasurer is directed to estimate the cost of each Project and prepare the draft Budget.
Twenty-five per cent (25%) of the Balance of Funds Brought Forward as at 1st. March (see Balance Sheet) shall be deducted from the monies available for the New Budget and transferred to a Reserve Account.
Step 7. The Board will review the draft Financial Budget, agree any final adjustments they think are necessary and submit the approved Business Plan and Budget to the AGM, recommending its adoption.
Step 8 The Board may order at any time a review of project costs, or delete projects, or add new projects if these are deemed necessary and if funding is available. Monies set aside in the Reserve Account are intended to be used for emergency funding of the Association’s activities and maybe used to finance major development projects.
BL004.00 By Laws: Duties and Responsibilities of Officers.
BL004:01 Job Description: Chair Person, Board of Directors
1.Is a Regional Representative and Board Director;
2.serves as the chief executive officer of the association; chairs the Executive (Administrative) Committee comprising the Chair Person, Secretary and Treasurer;
3.chairs all meetings of the Board and all General Meetings of the association;
4.ensures the Board establishes and maintains an annual business plan and financial budget.; monitors progress on all projects in the annual plan and expenditures with the budget ;
5.appoints Conveners and members to form sub- committees and new Regional Representatives/Directors in consultation with other Board members;
6.serves ex officio as a member of each sub-committee and attends their meetings (optional).
7.monitors the the administration of the Association performed by the Secretary and Treasurer, and other office holders;
8.provides interpretation of the Association’s Constitution and guides the Board in the application of its Rules;
BL004.02 Job Description: Regional Representative/Board Director.
1. Is the Regional Representative for a region of the world and a Director on the Board;
2. regularly attends Board Meetings and other important meetings;
3. makes a serious commitment to participate actively in the Board’s decisions and work;
4. undertakes projects/tasks assigned to him or his region;
5. participates in the Board’s Annual Business Planning process;
6. participates in membership recruitment drives and publicity campaigns.
7. keeps in touch with members of the association who belong to his region and encourages them to form an association chapter/committee. Is an active participant in regional committee meetings and activities and represents their interest at Board meetings.
BL004:03 Job Description: Vice Chair Person
1. is a Regional Representative and Board Director;
2.stands in for the Chair Person in his absence;
3.maintains close contact with the Chair Person, Secretary and Treasurer; .
4.performs special duties as assigned by the Chair Person or the Board;
5.is available to undertake special assignments or projects allocated to him by the Board.
BL004:04 Job Descriptions: Association Secretary.
1. is a Regional Representative and Board Director OR may be a member of the association appointed to this position in an ex officio capacity reporting to the Chairman of the Board;
2. prepares the agenda for all meetings of the Board of Directors in consultation with the Chair Person;
3. arranges including venue, date, times of Board meetings and of Chat meetings;
4. gives notice of all meetings (not less than one week in advance);
5. collect, collate and distribute reports from officer bearers for Board meetings; call for and receive nominations for election as Director and/or Office Bearer, A.for temporary appointments by the Board, and B.for appointment or confirmation of appointment at an AGM;
6. take the minutes of Board meetings and for the AGM/EGM;
7. write up the minutes of all meetings as soon as possible after the meeting;
8. distribute minutes of meetings to Directors or to the members at an AGM/EGM;
9. read, reply and file correspondence promptly;
10. collate (from the Chair Person, Officer Bearers, excluding the Treasurer, and himself) and prepare the electronic annual report;
11. maintain files of legal documents such as constitutions, leases and titles, registration of software programs (duplicated with the Web Master);
12. ensures that all legal and other documents and electronic records are duplicated on CDs and that these are kept in a safe fireproof depository off site;
13. act as the Association’s Public Officer liaising with members of the public, affiliated bodies and government agencies (except when the Association’s registration of incorporation is made in another country and another member representing the Association is appointed to be the Public Officer);
14. with other associations represent the Association; obtain Association sanction for organized events; communicate information such as event deadlines etc.;
15. other tasks handle bookings, entries and reservations; distribute updated copies of the sititution after amendments have been approved/adopted; draft amendments to the constitution as required by the Board; general duties assigned to him by the Board of Directors from time to time.
BL004:05 Job Description: Treasurer
1. is a Regional Representative and Board Director OR is a member of the association appointed to carry out the duties of the Treasurer as an ex officio member of the Board and as a member of the Executive Committee reporting to Chairman;
2. organizes the preparation of and monitors progress of the annual business plan and financial budget;
3. maintains the Association’s books of account;
4. prepares and submits quarterly Income & Expenditure Statements to the Board of Directors;
5. provides the Honorary Auditor with the Yearly Final Accounts and Balance Sheet for audit. Ensures that all documents, Bank Statements and Paypal Statements required by the Auditor are made available;
6. produces and presents the Annual Financial Report to the Annual General Meeting;
7. accounts for all monies received;
8. settles accounts for payment promptly;
9. supervises and brings to account any cash floats/advance accounts held by officers of the Association;
10. ensures the preservation and safe custody of financial records in accordance with the Constitution.
BL004:06 - Job Description: Membership Secretary.
1. is a Regional Representative/Director of the Board OR maybe a member of the association appointed to this position in an ex officio capacity;
2. maintains the membership list; receive and acknowledge all applications for membership (with a copy to the Treasurer);
3. circulates the Directors concerning each application for membership; informs applicants of the results of their applications.. If successful, informs them what Fee is due with instructions for payment (Form007) with a copy to the Treasurer;
4 twice each month , forwards a Summary of Applications (Form 008) which are under consideration or are being processed;
5. on receipt of advice from the Treasurer that an applicant has paid his/her membership fee, issues a formal Letter of Welcome (Form BL009), allocates a membership number; emails a membership card to the new member, and informs the Web Master , the Editor and the Treasurer of the new member’s membership number and email address so that they may update their membership records;
6. acknowledges and deals with complaints from members about membership questions ; passes other complaints to the appropriate Association Officer for attention;
7. upon receiving an advice from the Treasurer that a member’s renewal of membership is one month overdue and when it is more than two months overdue, the Membership Secretary will send a reminder to the member. If the member is still overdue after three months, he will advise the member that his membership may be suspended pending payment of the membership fee. If the member remains suspended for more than four months the Membership Secretary will recommend cancellation of membership to the Board of Directors unless there are exceptional circumstances that should be taken into account.
BL004:07: Job Description: Editor - Member’s Monthly Newsletter & Blog Site.
1. report to the Board through the Chair Person;
2. have overall editorial control and responsibility for the management and content of the Member’s Monthly Newsletter and Blog site. This extends to the selection of news stories, articles, illustrations and graphic material in accordance with the Association’s Editorial Policy;
3.write or assist with writing material for publication;
4.ensure the tone, style and subject matter of all items published in the newsletter and the Blog are in line with the IPDA Board’s policy that it shall be a philatelic publication with particular emphasis on stamp dealing and related matters, for example, e-commerce and information technology used by stamp dealers;
5.liaise with the Publicity Officer and the Webmaster when items for publication are to appear in both the member’s newsletter and website news pages and when material is are sourced from outside the Association;
6.encourage members to produce articles or report news items for publication; will actively seek articles, news items etc from external sources and ensure proper permissions are obtained to use them;
7.plan the layout of the newsletter and the blog site;
8.consult with the Chair Person and if necessary seek the Board’s agreement about the publication of any material he believes is potentially sensitive.
BL004:08- Job Description: Webmaster ( see www.ipdaonline.org )
1.is responsible to the Chair Person and the Board for the management, maintenance, review and updating of the IPDA website; he will seek the Board’s approval for changes to the web site’s designand content;
2.will create the design of the website covering such features as, news, information, member services and images etc.; he will recommend to the Board the production methods needed to develop and operate the website, including any software programs required; he will monitor the efficiency of the website Hosting Service and the Domain Name registration service and will recommend to the Board changes where these appears desirable. The Web Master will advise the cost of carrying out these services;
3.liaises with the Editor of the Member’s Monthly Newsletter and the PR/Publicity/Marketing Officer regarding the inclusion of content on the website which require their contribution or participation;
4.develops a technical plan for the website and ways of promoting it online to achieve maximum readership levels and visitors to the site;
5.is responsible to ensure that all content on the web site are of a philatelic nature or are Association matters only.
BL004.09 - Job Description: Publicity Officer
1.is responsible to the Chair Person and the Board for public relations, publicity and marketing activities of the association;
2.monitors public opinion concerning philately and stamp dealing in general and the IPDA in particular;
3.develops and implements communication and promotion strategies for the association;
4.advises the Board about communication issues, recommends communication strategies and seeks their approval to implement these;
5.prepares PR/Publicity/Marketing programs, plans and cost budgets for Item 4 above, and seeks approval of these through the Annual Business Planning process;
6.represents the association and participates with other similar organizations and special interest groups in issues raised by respective governments at national or local level which are of special interest to this association;
7.responds to enquiries from the media, arranges interviews with journalists, prepares and distributes news releases;
8.contributes to the Member’s Newsletter and to the Web Site News Pages with articles and news items;
9.writes speeches, prepares visual aids and make public presentations;
10.identifies and analyzes the association’s strengths and weaknesses in response to opportunities and matters of concern in the marketing environment;
11.sets goals for achieving expansion of the association into new regions;
BL004.10 Job Description Librarian (currently not in use)
1. reports to the Board of Directors through the Chair Person;
2. is responsible for the management and operation of the association’s Lending Library;
3. will open and maintain on behalf of the Association a Savings Bank account to hold Library receipts; the Librarian will maintain a Cash Book and submit a quarterly and end of year I&E Statement to the Board (with copy to the Treasurer for inclusion in the audited accounts) plus will forward to the Treasurer invoices and other documents to support the I&E Accounts and to complete the Assets list ion the Annual Balance Sheet
4.shall keep two inventories of the books and reference material held in the lending Library; the first inventory will list all Association owned books and reference works; the second inventory will list all books and reference works which have been loaned to the Association.
5. will maintain an updated computerised listing of all material available for loan and on loan to members; the list of material available for loan shall be displayed on the web site for the benefit of members;
6. will allow members to borrow books, for a maximum period of six weeks from date of mailing, or receive copies/scans of parts of books, either by the internet or in hard copy form;
7. will ensure that the maximum number of pages of a book that maybe copied/scanned at any one time does not exceed 20 pages or 10% of the book’s total content, whichever is the lesser (in accordance with copyright laws).
BL005.00 By- Law: LIBRARY POLICY
BL005.01 Policies
The Association will establish an On-line Reference Library and a separate self-funding Lending Library. Both Libraries will collect and hold material for member stamp dealers, from beginner to advanced levels of experience. The Libraries prime purpose is to be a source of information on Philately and other subjects considered relevant and helpful for the conduct of an internet based stamp dealer’s business. The On-line Library will be displayed on the IPDA web site.
(i) The On-Line Reference Library will hold a range of material covering Philately; Stamp Dealing (buying and selling, marketing, e-commerce, internet auctions, stock inventory systems, philatelic software, etc., accounting systems; Computers and Information Technology; Web site design and development; Customs Regulations and Rules; Postal Administrations and country postal rates); Internet & Web Security; and “How To Reference” materials. All reference material will be located in the Member’s Area of the IPDA Website. Material may be downloaded by members except where distribution it is restricted by copyright.
The On-Line Reference Library will be administered by the Webmaster. Members are invited to contribute reference material for inclusion in the library by sending them to the Web Master at webmaster@ipdaonline.org
(ii) The Lending Library (not yet in operation) will hold and lend on request philatelic material comprising technical and general literature to members. It will be administered by the Librarian and after the initial set up will operate as a separate self-funding operation of the Association.
The Library will hold books and other media purchased or gifted to the Association. The material held in the library will cover a range of subjects similar to that held by the Reference Library. It may also hold material forming training/development courses for stamp dealers.
BL007.00 By-Law : Information Technology, Web Site and Internet Procedures
(i)Introduction: Computer information systems and networks including the IPDA Web site and any other hardware facility, henceforth described as “IT”, are an integral part of the Association’s activities. The Association depends upon the efficient performance of the IT to provide a service to and communicate with Association members and the general philatelic public.
The Policy and directives contained in this Procedure have been established in order to:-
1 protect our investment in the human and IT resources that we use;
2 safeguard the information contained & stored in the IT;
3 reduce business and legal risk;
4 protect the good name of the Association.
(ii)Contents: The topics covered in this By-Law include
1 introduction; 2 violations; 3 the IT; 4 unacceptable use; 5 downloads; 6 Computer viruses; 7 Spyware and Adware; 8 access codes and passwords (if required); 9 physical security; 10 copyright and license agreements; 11 acknowledgement of information security policy.
(iii)Violations:
Violations may result in serious consequences for the Association, such as, the disruption or breakdown of the IT or its ability to securely store valuable and private information and provide member services. Failure to observe these guidelines may result in action being taken against anyone found to be causing a disruption or breakdown, depending upon the type and severity of the violation and whether it causes any liability or loss to the Association or a member or a visitor to our web site.
1 Disclaimer.Whilst the Association will take all possible steps to maintain and use the IT in an efficient, legal and ethical manner it will not accept responsibility or liability for actions of members, or other people, who do not use the IT in the manner required by this By Law or who us it illegally.
(iv) Administration and Responsibility:
The IPDA Web Master is responsible to the Board of Directors for the administration of this Policy. In addition, he is required to report to the Board any violation of the policy and its directives. The Web Master, supported by the Board of Directors will:
1 ensure that all members are aware of and comply with this Policy;
2 create appropriate performance standards, control practices, and procedures necessary to provide adequate assurance that all members will observe this Policy
v)The IT:
The internet is a very large, publicly accessible network with millions of users and organisations worldwide and is filled with risks and inappropriate material. The Association does not provide direct access to the worldwide internet for the benefit of members apart from the publicity offered by its IT facility and member’s advertisements. Conversely, to ensure that members are responsible and productive IT users and to protect the Association’s interests, the following Policy and guidelines are provided for using the IT.
Members using the IT for philatelic purposes for or on behalf of the Association, must ensure it is used in a responsible, effective, ethical and lawful manner, whenever they;
1 use web browsers to obtain information from commercial web sites; 2 access databases for information; 3 use e-mail services whether owned by the Association or themselves.
(vi) Unacceptable use:
Members must not use the IT for unlawful unethical purposes or harmful to the Association. Examples of unacceptable use are:
1 sending or forwarding chain mail to or between members, i.e. messages that contain instructions to forward its contents to others; 2 transmitting any content that is offensive, harassing, untruthful or fraudulent; 3 conducting a personal business on the IT, i.e. the Association’s IT, except where the Board of Directors has given permission.
(vii)Downloads:
Members will be able to download information from the Association’s IT facility, i.e. that part of the web site which is open to the public, and from the Reference Library and other specified parts of the member‘s area. Members may use e-mail addresses belonging to other members to communicate with each other, but may not sell or pass any e-mail addresses without permission (see Rule 16.2 of the Constitution Custody of Records and Privacy).
A member may request that their e-mail address and personal information is not used for any purpose other than the normal conduct of Association business with members.
Members using or quoting the Association’s IT are required to ensure that:
1 all communications are for professional reasons and on behalf of the Association;
2 he accepts responsibility for the content of all text, audio, images, banners or advertisements he places on the IT or send through the IT to other persons and organisations;
3 he will not use the Association’s copyright material without permission;
4 he is familiar with and will apply all applicable policies and procedures dealing with the security and confidentiality of Association records;
5 he will run a virus scan on any executable file received through the IT or sent to it.
viii)Computer viruses: The Web Master shall:
1 install and maintain appropriate antivirus software to protect the Association’s web site and any computer hardware used to operate the IT;
2 respond to all virus attacks, destroy any virus detected and record all incidents.
Members are;
3 expected to do likewise on their computer systems and to advise the Web Master and all other members when they experience similar attacks which may have been passed to other members and the Association’s IT with the exchange of emails;
4 not use diskettes of unknown origin;
5 immediately power off their IT hardware if they discover a virus has invaded their system and advise all other members and the Web Master accordingly;
6 take steps to destroy any virus that has invaded their IT hardware and advise all other members and the Web Master when this successfully been accomplished.
(iv)Spyware and Adware: The Web Master will:
1 install and keep up to date appropriate anti spyware and adware software on all IT operating the Association’s systems;
2 respond to all reports of spyware installation, remove spyware modules, effectively restore the system and record all incidents.
Members are: 1expected to do likewise with their IT hardware and to advise all other members and the Web Master whenever they experience a case of spyware which may have been attached to email messages exchanged between them.
(v)Access codes and passwords:
Where the Association introduces the use of passwords, or uses codes (e.g. to enter the IPDA Chat Rooms and member’s only sections of the Association’s web site) to restrict entry and protect from unauthorised access, the Web Master shall maintain a list of administrative access codes and passwords and keep this list in a safe place off site.
The Web Master will change all passwords at least once every 180 days and shall use passwords that are randomly generated and a combination of letters and numerals, not less than 8 digits long.
1 Members who are given passwords and/or codes to access the Association’s web site and Chat Rooms shall be responsible for all IT transactions that are made using their ID’s and passwords or codes.
2 Members shall not give their ID or password or code to any other person
3 ensure that where they invited to generate their own password that it is done so as not to be easily guessed by others;
4 keep their passwords in a safe place;
5 should log out when leaving their workstation for any extended period of time;
6 should not attempt to access any other member’s account without the owners permission.
(vi)Physical Security:
The Association will take whatever steps are needed to protect its IT, software, data, and documentation from unauthorised use or access, theft and environmental hazards.
The Web Master, Office Bearers and members using the Association’s IT and when dealing with information that belongs to the Association, or a member or a third party shall;
1 store all diskettes out of site when these are not being used;
2 lock up confidential and sensitive data;
3 keep diskettes and documentation away from environmental hazards such as direct sunlight, excessive high or low humidity, magnetic fields, smoke, extreme heat or cold ;
4 that file servers are protected by an uninterruptible power supply (UPS) and power surge suppressors;
5 ensure that any hardware used by the Association is provided with adequate protection against overheating by using cooling fans and other devices.
(vii)Copyright and license agreements:
It is the Association’s Policy to comply with all laws regarding intellectual property.
1 Legal reference: The Association, its Officer Bearers and members are legally bound to comply with all proprietary software license agreements entered into. Non-compliance may expose the Association and the responsible Officer Bearers or members to civil action and/or criminal penalties;
2 Scope: This Policy applies to all software owned or used by the Association, Licensed to the Association, or developed using the Association’s physical and human resources or vendors;
3 The Web Master will be responsible for maintaining records of software licenses owned by the Association and will periodically, at least twice annually, scan the Association’s IT facility to verify that only authorised software is installed.
(viii)Acknowledgment of this Information Security Policy
All members are expected to keep themselves up to date with the requirements of this Policy. The Association’s Membership Secretary shall include in all letters of welcome to new members a sentence drawing the new member’s attention to this Policy.
The Membership Secretary will also ensure that a reference to this Policy is included in the Application for Membership (Form BL007.01) which requires applicants for membership to understand that by making their application to become a member of the Association they have actually read and accepted the Code of Ethics and this Policy.
BL008.00 By-Law: MEETINGS Not yet available
BL009.00 By-Law: EDITORIAL Not yet available
BL010.00 By-Law: ADMINISTRATIVE PROCEDURES Not yet available
BL011.00 By-Law: THE CONFIDENTIAL LIST
(To be used in conjunction with Rule 06 Disputes) Draft under revie
INDEX of FORMS (Forms are available from the Secretaryt)
Form No.
01 Acknowledgement of receipt of application for membership
02 Application for membership
03 Balance Sheet template
04 Business Plan Progress/Status Report
05 Business plan & Financial Budget Statement
06 Income & Expenditure Account (I&E Statement) template
07 Expense Claim Form
08 Letter of Welcome
09 Expense Claim Form
10 Membership Card& Fees Paid Receipt template
11 Proxy Voting Form
12 Reminder Fees Overdue - New member
13 Receipt form template
14 Summary of Application under Consideration Form
15 Calendar of Annual Events/Actions of Board
16 Reminder Fees due Old Member
17 Proxy Voting Form for AGM
