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Constitution and By-Laws

PREAMBLE

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Believing that the system of Operational Control exercised by Aircraft Dispatchers/Flight Operations Officers for Air Carriers in certain countries has contributed materially to the high standards of air safety maintained in the industry, and believing that further improvement in the air safety record will depend on the continued advancement in technical and professional skills of those exercising operational Control, and believing that through the cooperative effort of Aircraft Dispatchers/Flight Operations Officers throughout the world, the techniques of this highly specialized function will continue to keep pace with the dramatic advances of other branches of the industry, the members of various Aircraft Dispatchers/Flight Operations Officer groups throughout the world do subscribe to a Federation of these groups on an International scale and, within the rules and regulations of the represented countries, do establish The International Federation of Airline Dispatchers' Associations (IFALDA), do accept its Constitution and By-Laws and, do set forth the following Federation Objectives:
  1. To promote Safety in Air Transportation and to work for the development of a stronger Aviation Industry.
  2. To sponsor and support legislation and to assist in the promulgation of regulations for improvement of air safety.
  3. To promote the interests of the Aircraft Dispatcher/ Flight Operations Officers' profession, working to improve the professional standards of all Aircraft Dispatchers/Flight Operations Officers while safeguarding the integrity and interests of individuals.
  4. To keep member associations informed of matters concerning Aircraft Dispatchers/ Flight Operations Officers of Flight Dispatching in general.
  5. To cooperate with other legitimate professional organizations or organizations when, in the opinion of the members of the Federation, such cooperation would be of mutual benefit.
  6. To establish and maintain an international office and facilities for clearance of information and to carry out other specific objectives of The Federation.
  7. To levy Fees, dues, and other assessment upon members of The Federation to provide the funds necessary to carry out the objectives of the Federation.
  8. To render any other services that the Federation may determine, subject to such rules and regulations, terms and conditions as the Federation may establish.
  9. It is agreed that The Federation is not authorized to engage in any collective bargaining negotiations.

ARTICLE I

DEFINITIONS
1. NAME: The organization shall be known as "THE INTERNATIONAL FEDERATION OF AIR LINE DISPATCHERS' ASSOCIATIONS" (IFALDA), hereafter known as "THE FEDERATION".
2. FLIGHT DISPATCHER/FLIGHT OPERATIONS OFFICER: Is a person who is regularly engaged in performing the duties of an Aircraft Dispatcher/Flight Operations Officer as defined in    ICAO Annex 6.
3. MEMBER ASSOCIATIONS: Associations of Aircraft Dispatchers/Flight Operations Officers formed according to the laws of their country, who have joined IFALDA for their mutual benefit and interest.
4. IFALDA COMMITTEE: The IFALDA Committee, here after known as The Committee, shall consist of one delegate from each member association.
5. IFALDA BOARD: The IFALDA Board, here after know as The Board, shall consist of the Officers and Directors, who shall run the day-to-day affairs of The Federation.

ARTICLE Il

MEMBERS 1. The Federation shall be composed of Aircraft Dispatchers/Flight Operations Officers. (lf no Associations exist, individual Aircraft Dispatchers/Flight Operations Officers may associate directly with the Federation and pay dues at the rate shown in the Standing 0rders). 2. Application for membership in IFALDA for Associations shall be made by submitting their Association's Constitution and Bylaws and a roster of their Officers and Members to the President of the Federation. A majority vote of approval is required by The Committee for acceptance. 3. Member Associations who are two (2) years in arrears will be suspended. Membership may be reinstated by paying the current years dues plus an administrative fee determined by The Board. 4. Member Associations who have not paid their Annual Dues Assessment (or who are otherwise in arrears) prior to the opening of the AGM shall have no voting rights until all dues and arrears are paid. 5. The Committee may confer Honorary Lifetime Membership in The Federation from time to time to certain individuals whose contributions, in the opinion of The Federation, have particularly enhanced the profession. Honorary members shall have the same membership privileges as Individual Members without the assessment of annual dues. (as amended AGM 1992)

ARTICLE III

IFALDA COMMITTEE 1. Each member Association shall name one representative to the Committee. 2. Committee members shall meet hereafter at Annual General Meetings (AGM) and Special Meetings to carry out the objectives of The Federation as outlined in The Preamble. 3. The Committee shall re-establish its headquarters after each bi-annual election of its President. 4. a) At all meetings of The Committee and in all referendum voting conducted by mail between meetings, each Member Association shall have one vote. Individual members have no voting rights. b) All questions shall be decided by a majority of votes cast except as otherwise specifically provided. c) When voting on financial matters, each committee member shall have one (1) vote for each individual member of his/her association for whom the per capita fees (dues) has been paid. (as amended May 1992 AGM ) 5. Each member Association shall furnish the Secretary of the Federation with a written report indicating the total membership of the Association prior to the Annual General Meeting.

ARTICLE IV

MEETINGS OF THE COMMITTEE 1. There shall be an Annual General Meeting (AGM) of the Committee for the transaction of business. This meeting shall be held at a place and date as directed by the preceding Annual (or Special) Meeting. A quorum for the transaction of business at any meeting of the Committee shall be a majority of the Committee Members in attendance. 2. If Committee Members are unable to attend they may delegate any other eligible member of their Association, or other Member Association, to act on their behalf. Written proxy votes concerning items on the agenda are acceptable. 3. Special Meetings of The Committee may be held at the call of the President, by resolution of The Board, or upon written request to the President by two thirds (2/3) majority of the Committee members. In that request, the purpose of the meeting must be stated and, at the special meeting, only those matters specified will be considered. 4. Notice of all Annual or Special meetings of the Committee will be announced no less than thirty (30) days prior to such meeting. The thirty (30) day notice can be waived by the President, if approved by he majority of the Committee. 5. No Annual or Special Meeting of the Committee will be official unless presided over by the President, or in the absence of the President, by the next most senior member of the Board. 6. All Committee meetings will be open for attendance to individual Aircraft Dispatchers/Flight Operations Officers who are members in good standing, as observers. 7. The President is authorized to issue invitations to interested individuals and organizations to attend Committee meetings as observers. 8. At the Annual General meeting, the order of business shall be: a) Call to order by the President b) Pledge of Allegiance to respective country c) Remembrance of Deceased members d) Roll Call of Officers e) Roll Call of Committee Members f) Communications g) Annual Reports of Officers h) Annual Financial Report and Proposed Budget i) Reports of Standing Committees and Study Groups j) Old Business k) Nomination, Election, and/or Appointment of Officers l) New Business m) Report on the advancements in the profession of Flight Dispatching and discussion of professional problems n) Adjournment 9. Upon a majority vote of The Committee members present, the order of business can be changed or waived.

ARTICLE V

1. OFFICERS a) The Officers of the Federation shall be, (order of ascendancy determined by the Standing Orders) 1. President 2. Vice President-East (as defined in the Standing Orders) (as amended AGM 1997) 3. Vice President-West (as defined in the Standing Orders) (as amended AGM 1997 4. Administrative Vice President (as amended AGM 1997) 5. Financial Vice President (as amended AGM 1997) 6. Directors (non-voting) (as amended AGM 1998) b) Officers shall be elected by a simple majority vote of The Committee at an Annual General Meeting and shall hold office for two (2) years. Terms of office shall be staggered so that the President, the Vice President-West, and the Financial Vice President shall be elected in even years and the Vice President-East and the Administrative Vice President shall be elected in odd years. c) Nominations shall be solicited by the Administrative Vice President at least sixty (60) days prior to the Annual General Meeting. Those nominated shall be contacted by the Administrative Vice President to determine their willingness to serve. Nominations may also be accepted from the floor of the AGM from any member in good standing. d) The offices of Administrative Vice President and Financial Vice President may be combine in one person at the discretion of the Committee. e) Removal for cause shall include Recall under Article IX-l as well as by request of the Officer in the event he/she is unable to perform the duties and responsibilities of the office. Request for relief from office must be made in writing to each of the remaining Board members. f) All vacancies, except the office of President shall be filled by appointment by the Board. The appointed replacement officer shall serve until the next election for that office, with the same responsibilities and authority as an elected officer, including subsequent removal for cause (if necessary) as described in Article IX-l. g) Directors may be appointed by the Board to focus on specific professional matters. They shall be non-voting members of the Board and their appointment shall be ratified by simple majority of the Committee at every AGM. The appointment of a Director, other than at an AGM, shall be an Interim appointment pending notification to the Committee through the Official IFALDA communications media. Upon notification of the appointment of a Director through the Official IFALDA communications media, if no objection is received from more than three (3) member associations of the Committee within 60 days of the notification, the Interim appointment shall be confirmed, pending ratification at subsequent AGM’s. If objection is received from more than three (3) member associations, the appointment shall be stayed until the next AGM whereby it may be proposed by the Board and voted upon by the full Committee. (as amended AGM 1999)) h) No IFALDA Officer nor Director may hold a significant financial interest in any company or organization that either provides Flight Dispatcher training or Operational Control services to any individual or organization. (A significant financial interest is defined as owning or controlling more than 1% (one percent) of any company or organization. The intent is to prevent any individual from gaining financially from his/her position as an elected or appointed official of IFALDA.) (as amended AGM 1994)

2. AREA REPRESENTATIVESa) Area Representatives shall be appointed by the various Regional Associations to act as liaison between those organizations and the IFALDA Board, coordinating day-to-day activities between Annual General Meetings. b) Regional Associations currently consist of: 1. ADF (Airline Dispatchers Federation) representing the activities of certain U.S. Dispatcher Associations. 2. EUFALDA (European Federation of Air Line Dispatchers Associations) representing the activities of certain European Dispatcher Associations. 3. IFALDA LATIN AMERICA representing the activities of certain Latin America Dispatchers Associations. c) Additional Regional Associations may be recognized with the approval of the majority or The Board, subject to ratification at the next AGM by the Majority of The Committee. 3. EXPENSESa) All officers of the Federation shall serve without pay or compensation. b) Officers, except Directors, when engaged in the business of The Federation which entails travel or absence from their domicile, shall be entitled to reimbursement of reasonable expenses for transportation, lodging, and meals. (as amended AGM 1999) c) Directors, when engaged in the business of The Federation which entails travel or absence from their domicile, shall be entitled to reimbursement of reasonable expenses for transportation, lodging, and meals only when specifically authorized by the Board. (as amended AGM 1999 d) The actual expenses of spouses of Officers and Directors shall be reimbursed for attendance at Annual General Meetings, funds permitting, and when authorized by the Board (as amended AGM 1999) e) Regional Representatives, Committee Members and other IFALDA members, when engaged in Federation business for which written authorization has been received from the President, shall be entitled to reimbursement of all reasonable expenses incurred for transportation, lodging, and meals. f) Regional Representatives and Committee members expenses incurred in connection with attendance at Annual General or Special meetings of The Committee, shall be borne by the sponsoring Regional or Member Association. g) Details of all expenses incurred on Federation business must be submitted in writing to the Treasurer before any reimbursement can be made. h) When a cash advance is required to engage in authorized Federation business, a written estimate of anticipated expenses must be submitted to the President, before the advance may be granted. When the business for which the advance was granted is completed, a detailed expense account statement shall be submitted to the Treasurer and any unused funds returned to The Federation.

ARTICLE VI

DUTIES OF OFFICERS SECTION A. THE PRESIDENT 1. Shall preside at all meetings of the Committee, except as otherwise provided in Article IV-5. 2. Shall present a report at each Annual General Meeting on the condition of The Federation; shall issue notification of Annual General and Special Meetings of The Committee. 3. Shall appear at hearings, conferences, and before Government agencies to outline properly the policy of The Federation on matters affecting air safety, air navigation, operational control, and related professional subjects. 4. May appoint assistants to aid in carrying out the objectives of The Federation, may request aid and assistance from any Committee member or affiliated association when needed. 5. Shall keep Committee members informed and advised by mail or in person of all important matters before the Federation. 6. Shall perform other duties to further the objectives of The Federation. Shall turn over to any successors all books, papers, funds, and other property of The Federation. 7. Shall obtain the unanimous approval of the Board before taking any action not specifically covered by the Constitution and By Laws of the Federation. 8. Shall personally attend and/or delegate the authority to another Board member to attend a minimum of one of each of the Regional Association meetings each year. Attendance at additional meetings will be at the discretion of the President. In addition, shall make a good faith effort to attend, or to delegate the authority to attend to another Board Member, meetings of Member Associations when an invitation is received. 9. Shall recommend to the Board the appointment of replacement officers in the event an officer position becomes vacant under Article V-1.e. or Article IX-l.
SECTION B. VICE PRESIDENT- EAST 1. In the case of permanent indisposition of the President, if next in ascendancy, the Vice President-East shall assume the duties and responsibilities of the President and shall nominate replacement Vice President as required under Article V-le. 2. Shall act as liaison between and represent the interests of member associations and individual members within his/her area of responsibility, as defined in the Standing Orders, and the IFALDA Board. 3. Shall perform such other duties as the President may assign from time to time, shall work closely with the President to advance the objectives of the Federation
  SECTION C. VICE PRESIDENT  WEST 1. In the case of permanent indisposition of the President, if next in ascendancy, the Vice President-West shall assume the duties and responsibilities of the President and shall nominate a replacement Vice President as required under Article V-le. 2. Shall act as liaison between and represent the interests of member associations and individual members within his/her area of responsibility, as defined in the Standing Orders, and the IFALDA Board. 3. Shall perform such other duties as the President may assign from time to time, shall work closely with the President to advance the objectives of the Federation
  SECTION D. ADMINISTRATIVE VICE PRESIDENT 1. Shall be responsible for publishing "THE FEDERATION", the official publication, in accordance with The Federation's editorial policy. 2. Shall be responsible for the recording of minutes of all meetings. 3. Shall issue all notices of the Federation, as directed by the President, and shall be responsible for issuing and counting of all ballots when voting by referendum. 4. Shall keep a record of all official correspondence and communications. 5. Shall be responsible for all non-financial records of The Federation. 6. Shall be responsible for the registration of delegates at meetings of The Committee and shall call the roll at the meeting. 7. Shall be responsible for maintaining the Constitution and By-Laws.
  SECTION E. FINANCIAL VICE PRESIDENT 1 .Keep records of all monetary transactions and other financial records that the President or the Committee may require. 2. Sign and endorse in the name of The Federation all checks and drafts under the direction of the President and in accordance with Article V2. 3. Make available to any Committee member or Officer, upon reasonable request, the financial records of the Federation. 4. Issue notice of dues assessments. 5. Issue appropriate credentials each year to all members who are in good standing. 6. Keep records of Member Associations addresses. Advise the President and the Committee when any Association becomes delinquent in its dues assessment. 7. Submit a complete financial report at the Annual General meeting of the status of each member Association and a statement of disbursements of funds for the previous year. Prepare a budget for the coming fiscal year. 8. Prepare and file ail necessary reports as required by local law.
  SECTION F.  DIRECTORS A) DIRECTOR REGULATORY AFFAIRS 1. Shall, at the direction of the Board, represent the Federation at those meetings and working groups involving regulatory issues. 2. Shall keep the Board informed of all activities specific to regulatory issues and make recommendations regarding Federation policy to the Board. 3. Shall be reimbursed for reasonable expenses as approved by the Board. 4. Shall not have Board voting rights. (as amended AGM 1998) B) OTHER DIRECTORS 1. As determined by the Board

ARTICLE VII

FINANCES 1. The Board shall establish an annual operating budget upon the recommendation of the Treasurer. 2. The Annual Assessment on each member Association shall be defined in the Standing orders. 3. The Annual Assessment must be paid prior to the start of the Annual General Meeting. 4. For extraordinary expenses assessments may be levied by The Federation, but such assessments shall not become effective until approved by two-thirds (2/3) vote of The Committee. 5. The Federation may require suitable security or a security bond for all officers authorized to handle funds of The Federation. The premium for such security bonds shall be paid from the funds of The Federation. 6. No expenditure unauthorized by the Annual Budget for the fiscal year shall be made without approval of the majority of The Board. 7. The fiscal year of The Federation shall commence on the first day of May and expire on the last day of April each year. (as amended AGM 2000) 8. All bills payable, notes, checks, and other negotiable instruments of the Federation shall be made in the name of the Federation and shall be signed by the Financial Vice President and countersigned by either the President or one other designated Board member. 9. At the discretion of The Federation, with the approval of the Regional Association, IFALDA assessments may be collected by a Regional Association and forwarded to IFALDA (note.....collection of dues by a Regional Association is done as a matter of mutual convenience. Each Member Association remains a separate entity). 10. In the event of the dissolution of the Federation, all assets including monies must be liquidated. Non-monetary assets will be sold through auction to the highest bidder and the proceeds together with any and all cash and funds in IFALDA bank accounts (less any bank service fees) will be distributed to the member associations of record at the last Annual General Meeting of IFALDA in direct proportion to the dues paid by those associations unless otherwise directed by a simple majority of the voting membership as directed by the C & BL for financial issues. (as amended AGM 1995)

ARTICLE VIII

AMENDMENTS
  1. This Constitution and By-laws may be amended by an affirmative two-thirds (2/3) vote of the Committee members present at an Annual General or Special Meeting provided that at least sixty (60) days notice of the amending proposal has been given. When such notice is lacking, an amendment will require an affirmative two-thirds (2/3) vote of all Committee members in good standing.
  2. In the interval between meetings of the Committee, any three Committee members in good standing may request the President to submit an amendment to the Constitution and By-Laws to a referendum vote of all Committee members.  ln this case, the President must receive the proposition at least ninety (90) days before the date of the next Annual General meeting A two-thirds (2/3) vote will be required to carry the question. (i.e. two-thirds (2/3) of the vote cast ignoring blanks).
  3. Should an interpretation of this Constitution and By-Laws be required, the question shall be submitted to the President, who shall render a decision promptly. An appeal against the decision of the President may be taken to any meeting of the Committee. The Committees' decision on the appeal shall be expressed by a majority of the members present.

     

ARTICLE IX

REFERENDUM AND RECALL 1. REMOVAL OF OFFICERS Any three Committee members may petition the Board requesting that a recall vote be taken (by mail or at the Annual General or Special Meeting. A two-thirds (2/3) majority of the votes cast by the Committee members is necessary for a decision. 2 . REFERENDUM VOTES The President, or any Board member may call for a referendum vote on any proposed policy or action of The Federation. Referendum votes may be conducted by mail or at any Annual General or Special Meeting. A majority of the Board shall determine the issue except as otherwise provided herein. 3. The President may establish a dead-line date for counting of votes, this date shall not be more than sixty (60) days nor less than twenty-one ( 21 ) days from the date of mailing the proposition to all Committee members.

ARTICLE X

GENERAL

1. 

a) The Federation is hereby empowered, under certain circumstances, to grant a Charter to certain groups to organize themselves as Regional Associations of IFALDA. They must incorporate the term ''Affiliated with IFALDA " or "Chartered by IFALDA" on all official forms and Correspondence.

b) This authorization or Charter may only be granted after approval has been expressed by an affirmative two thirds (2/3) vote of The Committee. A referendum on this question may be taken according to Article IX-2 and 3 c) As a prerequisite for such approval, The Board must establish that the aims, objectives, policies, and Constitution and By-Laws of the proposed Regional Association are consistent with those of IFALDA and, furthermore, specifically provide that such aims, objectives, policies, and Constitution and By-Laws consistent with those of the parent body, IFALDA.d) The Regional Associations duly recognized in Article V-2b and X-1a are intended to serve as operating organizations whose function is inherently pro-active within their own geographic area. As such, they do not operate within IFALDA as separate entities and have no financial obligation nor vote in Federation matters. Each IFALDA Member Association within the Regional Association maintains its own delegate and its own vote in IFALDA.

2. The headquarters of The Federation shall be as determined by the President.

3. OFFICIAL BULLETIN An Official Bulletin may be maintained by The Federation for the dissemination of information and news of general interest to Aircraft Dispatchers/Flight Operations Officers generally. This publication shall be of an editorial policy and literary character as is best calculated to promote the general welfare of the Federation. The publication shall be issued subject to the supervision of the Board. The cost of publication, including mailing, shall be borne by The Federation and any funds received from the publication shall be paid into the general funds of The Federation.

4. OFFICIAL COMMUNICATIONS The Official means of communication within the Federation shall be the IFALDA website: http://www.ifalda.org The webmaster shall be the President of IFALDA or his/her designee.


 
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