Article 1.1 Denomination, composition and nature of the Federation
The official name is ‘World Federation of People Management Associations’ (WFPMA);
The WFPMA is composed of:
The WFPMA is a not-for-profit Association, independent of any employer, governmental, political or union organisation, with a strictly professional nature.
Article 1.2 Objectives and goals
1.2.1 To improve the quality and effectiveness of professional people management and development, and to enhance the value added from the HR profession; by sharing information, knowledge and experience;
1.2.2 To stimulate and assist in the establishment and development of regional and national people management associations;
1.2.3 To create and maintain contacts with all WFPMA member associations, as well as with other organisations which have some activity in the same or a similar field;
1.2.4 To support or represent people management associations where they are related to other world organisations;
1.2.5 To commission or create, collect and disseminate research that broadens understanding of people management and development issues;
1.2.6 To stimulate and encourage the creation, development and growth of HR standards;
Article 1.3 Activities
To achieve its objectives and goals, WFPMA will carry out activities which may include the following:
NB: Under normal circumstances the hosting of the WFPMA biennial World Congress will rotate among the five full members in the following order: APFHRM, AHRC, FIDAGH, EAPM and NAHRMA.
Article 2.1 Categories of members
The WFPMA has the two following categories of members:
Full members: In each continent or region, only one federation of national professional people management associations can become a full member. In all cases, the aims and goals of the full members must be consistent with those of the WFPMA. The full members at the time of amending these bylaws are:
Affiliated members: National professional people management associations for which there is no present appropriate continental or regional federation may affiliate to the WFPMA, provided they can demonstrate that:
In addition, other organisations with a strong professional international people management involvement, such as world bodies or international federations in related fields or global employers, may be accepted into affiliation from time to time, subject to the approval of the WFPMA board.
Article 2.2 Members' obligations
All members shall comply with the following obligations:
Article 2.3 Acquisition and loss of membership
2.3.1 Membership of the WFPMA may only be acquired by bodies, as defined under article 2.1, respecting the conditions laid down in these bylaws. There is no legal right to become member of the WFPMA
2.3.2 Bodies which wish to acquire membership should apply to the Secretary General, with proof that they comply with the conditions laid down in these bylaws.
2.3.3 Membership must be endorsed by a two-thirds majority of the full Board.(Article 3.1)
2.3.4 Membership can be cancelled by a two-thirds majority decision of the full Board for either of the following reasons:
a. If a member no longer complies with the requirements and obligations set out in Articles 2.1 and 2.2;
b. If a member commits any serious infringement of the aims and objectives of the WFPMA.
c. If a member is 12 months or more in arrears with its financial obligation
In all cases, a, b and c, three months’ notice shall be given to the member of the intention to invoke this Article unless the infringement, which should be specified, is remedied. Only if the infringement continues after this three month period may membership be cancelled.
2.3.5 Any member may withdraw from the WFPMA if it announces its withdrawal to the Secretary General in writing. The withdrawal may be announced at any time for the end of a month with a notice period of six months. There is no restitution pro rata temporis of fees and dues for membership of less than one year in cases of voluntary or involuntary cancellation of membership.
Article 3.1 The Board
3.1.1 The Board is the supreme corporate body of the WFPMA.
The Board is composed as follows:
No more than three members of the Board may be from the same region, either by nationality or domicile.
The Board shall take all decisions and resolve all matters of the WFPMA insofar these bylaws or mandatory provisions of the Swiss civil code do not provide for any other bodies of the WFPMA to take these decisions and resolve these matters and insofar the Board itself has not assigned them to any other bodies of the WFPMA. In particular, the Board represents the WFPMA in accordance with the powers conferred to it under these bylaws.
3.1.2 The three officers are elected according to article 3.1.10 and 3.2.2 below.
The two representatives of each of the five full members are appointed by the corresponding full members according to the provisions of these associations.
The representatives from each of any subsequent continental or regional federation of national people management associations which become full members are elected according to the provisions of these federations.
3.1.3 Each Board member will be entitled to one vote.
3.1.4 Board members are limited to a maximum of four consecutive terms of two years each, unless also elected to serve as officers.
3.1.5 A Board member who is unable to attend a Board meeting may be represented by a deputy to whom authority to participate and vote will have been delegated for that meeting only.
3.1.6 National professional people management associations for which there is not present appropriate continental or regional federation elect representatives in accordance with the formula below:
Number of national associations per continent/region representative
1 to 7 = 1
8 or more = 2
These representatives do normally rotate among eligible associations every two years. In the event that a group of associations is not able to agree whom of them should provide the representative for any two-year period, the matter will be referred to the President and Secretary General whose decision shall be final.
Other affiliated members such as organisations with a strong professional international people management involvement which have been accepted into affiliation are allowed 1 representative each.
These representatives will be invited to attend and participate in Board meetings but will not be eligible to vote or hold office
3.1.7 The nominated officer of the host association organising the next World Congress will be invited to attend all meetings of the Board in a non-voting capacity.
3.1.8 The Board shall normally meet at least twice a year. Meetings are called by the President at least three months in advance. They must be called within two months if four Board members including the Past President or Secretary General request it.
3.1.9 The Board meeting shall decide on the following by a two-thirds majority of the full Board:
3.1.10 Board meetings shall decide on all other matters by a majority vote of those present subject to a quorum of at least half the members being present, i.e. in particular:
Article 3.2 Officers
3.2.1 The Officers of the WFPMA are the President, the Secretary General and the Immediate Past President. Under normal circumstances, the Presidency shall rotate among the full member federations, in sequence, initially in the following order: APFHRM, FIDAGH, EAPM, NAHRMA, and AHRC.
3.2.2 The officers are elected by the Board by a majority vote of those present subject to a quorum of at least half the members being present among the representatives of the full members.
Affiliated members are not eligible to hold office.
Officers are elected for terms of two years. The President can serve in that office for one term only, which will be followed by one term as Immediate Past President.
All Board members assume office at the end of the World Congress every second year, unless replaced by their regional federation during their period of WFPMA Board membership.
3.2.3 The Officers shall have the power to:
3.2.4 The responsibilities of the Secretary General/Treasurer are the followings:
A Secretariat has been created to assist the Secretary General in supportive tasks.
Article 4.1 Costs and Liability
The costs of the WFPMA will be covered by the membership fees.
4. 1.1 The assets of the WFPMA shall be liable for the WFPMA‘s debts. Such liability shall be exclusive. However, supplementary capital payments up to an annual maximal amount that should not exceed the annual membership fee per member shall be charged if necessary to cover balance sheet deficits.
4. 1.2 Costs of participation in meetings of the Board or of the Officers are, in principle, covered by the Member Federation or Association the Board member or Officer represents.
4. 1.3 The costs associated with the Petitpas Award and the WFPMA website are covered by the WFPMA.
Activities, such as conferences, seminars, study trips, etc, must be self-financing, and no financial commitment can be attached to the WFPMA in respect of such activities except with specific prior approval of the Board.
4.1.4 The WFPMA will not be held liable for any costs incurred in its name except with specific prior approval of the Board.
Article 4.2 Remuneration
All persons serving the WFPMA shall do so without compensation. Reasonable expenses may be reimbursed if authorised in advance by the Board.
5 REVISION OF BYLAWS AND DISSOLUTION OF THE FEDERATION
Article 5.1 Bylaws
Any Board member has a right to propose total or partial revision of the bylaws. Any revision should be submitted with an unabridged written text at least three months before the next Board meeting. A decision on such a revision requires a majority of two-thirds of the full Board.
Article 5.2 Dissolution
The same procedure as described in Article 5.1 shall apply in respect of dissolution of the WFPMA.
6 OFFICIAL LANGUAGES
The official languages will be:
The working language will be English. In case of doubt, the English language will prevail.
7 REGISTERED ADDRESS, APPLICABLE LAW, JURISDICTION
The WFPMA’s domicile is in Geneva, Switzerland.
The WFPMA’s address is: WFPMA, p/a Swiss Association of Human Resources Management - HR SWISS, Löwenstrasse 20, 8001 Zurich, Switzerland.
The WFPMA and its bylaws are governed by Swiss substantive law, in particular Articles 60-79 of the Swiss Civil Code.
The place of jurisdiction for all matters arising between members and the WFPMA shall be Geneva, Switzerland. WFPMA shall, however, be entitled to pursue its members at their registered address.
(Bylaws approved May 2012)